Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 29, 2019 | Aug. 02, 2019 | |
Entity Information [Line Items] | ||
Entity registrant name | DAVEY TREE EXPERT CO | |
Entity central index key | 0000277638 | |
Current fiscal year end date | --12-31 | |
Entity filer category | Accelerated Filer | |
Document type | 10-Q | |
Document period end date | Jun. 29, 2019 | |
Document fiscal year focus | 2019 | |
Document fiscal period focus | Q2 | |
Amendment flag | false | |
Entity common stock, shares outstanding | 22,801,689 | |
Entity current reporting status | Yes | |
Entity shell company | false | |
Entity small business | false | |
Entity emerging growth company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 16,057 | $ 22,661 |
Accounts receivable, net | 212,421 | 195,906 |
Operating supplies | 13,332 | 14,415 |
Other current assets | 11,526 | 22,086 |
Total current assets | 253,336 | 255,068 |
Property and equipment | 662,217 | 639,396 |
Less accumulated depreciation | 454,811 | 437,111 |
Total property and equipment, net | 207,406 | 202,285 |
Right-of-use assets - operating leases | 39,534 | 0 |
Other assets | 20,016 | 21,769 |
Intangible assets and goodwill, net | 49,857 | 47,501 |
Total assets | 570,149 | 526,623 |
Current liabilities: | ||
Accounts payable | 34,735 | 43,958 |
Accrued expenses | 47,317 | 44,061 |
Current portion of long-term debt and finance lease liabilities | 11,119 | 23,859 |
Other current liabilities | 42,187 | 27,434 |
Total current liabilities | 135,358 | 139,312 |
Long-term debt | 166,374 | 155,563 |
Lease liabilities - finance leases | 1,985 | 2,862 |
Lease liabilities - operating leases | 25,825 | 0 |
Self-insurance reserve | 58,246 | 56,351 |
Other noncurrent liabilities | 10,378 | 10,125 |
Total liabilities | 398,166 | 364,213 |
Redeemable common shares related to 401KSOP and Employee Stock Ownership Plan (ESOP); 5,297 and 5,642 shares at redemption value as of June 29, 2019 and December 31, 2018 | 119,702 | 119,049 |
Common shareholders' equity: | ||
Common shares, $1.00 par value, per share; 48,000 shares authorized; 37,617 and 37,272 shares issued and outstanding before deducting treasury shares and which excludes 5,297 and 5,642 shares subject to redemption as of June 29, 2019 and December 31, 2018 | 37,617 | 37,272 |
Additional paid-in capital | 91,921 | 82,623 |
Common shares subscribed, unissued | 5,948 | 6,799 |
Retained earnings | 167,611 | 157,472 |
Accumulated other comprehensive loss | (5,269) | (5,034) |
Shareholders' equity before treasury stock | 297,828 | 279,132 |
Less: Cost of common shares held in treasury; 20,114 shares at June 29, 2019 and 20,033 shares at December 31, 2018 | 245,116 | 235,042 |
Common shares subscription receivable | 431 | 729 |
Total common shareholders' equity | 52,281 | 43,361 |
Total liabilities and shareholders' equity | $ 570,149 | $ 526,623 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 29, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common shares, par value | $ 1 | $ 1 |
Common shares, authorized | 48,000,000 | 48,000,000 |
Common shares, issued | 37,617,196 | 37,271,606 |
Common shares, outstanding | 37,617,000 | 37,272,000 |
Common shares held in treasury | 20,114,000 | 20,033,000 |
Redeemable Shares | 5,296,564 | 5,642,154 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Revenues | $ 301,434 | $ 270,649 | $ 549,323 | $ 479,300 |
Costs and expenses: | ||||
Operating | 187,778 | 167,682 | 353,794 | 312,305 |
Selling | 50,629 | 44,317 | 96,933 | 83,974 |
General and administrative | 18,671 | 17,358 | 37,715 | 35,076 |
Depreciation and amortization | 14,590 | 13,938 | 28,802 | 27,059 |
Gain on sale of assets, net | (516) | (2,446) | (1,169) | (3,248) |
Total costs and expenses | 271,152 | 240,849 | 516,075 | 455,166 |
Income from operations | 30,282 | 29,800 | 33,248 | 24,134 |
Other income (expense): | ||||
Interest expense | (2,428) | (1,754) | (4,579) | (3,155) |
Interest income | 93 | 101 | 176 | 179 |
Other, net | (3,153) | (1,052) | (4,808) | (2,714) |
Income before income taxes | 24,794 | 27,095 | 24,037 | 18,444 |
Income taxes | 5,047 | 5,381 | 4,783 | 3,357 |
Net income | $ 19,747 | $ 21,714 | $ 19,254 | $ 15,087 |
Net income per share: | ||||
Basic | $ 0.86 | $ 0.94 | $ 0.83 | $ 0.62 |
Diluted | $ 0.82 | $ 0.89 | $ 0.80 | $ 0.59 |
Weighted-average shares outstanding: | ||||
Basic | 22,915 | 23,121 | 23,139 | 24,439 |
Diluted | 24,051 | 24,307 | 24,180 | 25,561 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 19,747 | $ 21,714 | $ 19,254 | $ 15,087 |
Components of other comprehensive income/(loss), net of tax: | ||||
Foreign currency translation adjustments | 698 | (747) | 1,207 | (1,579) |
Amortization of defined benefit pension items: | ||||
Net actuarial (gain) loss | (1,498) | 135 | (1,466) | 269 |
Prior service cost | 12 | 12 | 24 | 24 |
Defined benefit pension plan adjustments | (1,486) | 147 | (1,442) | 293 |
Other comprehensive loss, net of tax | (788) | (600) | (235) | (1,286) |
Comprehensive income | $ 18,959 | $ 21,114 | $ 19,019 | $ 13,801 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | |
Operating activities | ||
Net income | $ 19,254 | $ 15,087 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 28,802 | 27,059 |
Other | 270 | (129) |
Changes in operating assets and liabilities, net of assets acquired: | ||
Accounts receivable | (15,960) | (9,598) |
Accounts payable and accrued expenses | (609) | (10,321) |
Self-insurance reserve | 1,690 | 1,414 |
Increase (Decrease) in Prepaid Expense | 9,178 | 3,955 |
Other, net | 1,661 | (4,805) |
Total changes in operating assets and liabilities | 25,032 | 7,575 |
Net cash provided by operating activities | 44,286 | 22,662 |
Capital expenditures: | ||
Equipment | (37,192) | (40,228) |
Land and building | 229 | 238 |
Purchases of businesses, net of cash acquired | (3,030) | (2,544) |
Proceeds from sales of fixed assets | 1,634 | 4,396 |
Net cash used in investing activities | (38,817) | (38,614) |
Financing activities | ||
Revolving credit facility borrowings | 264,500 | 244,000 |
Revolving credit facility payments | (278,500) | (205,000) |
Purchase of common shares for treasury | (21,129) | (26,356) |
Sale of common shares from treasury | 12,486 | 12,920 |
Dividends paid | (1,170) | (1,218) |
Proceeds from notes payable | 51,073 | 12,888 |
Payments of notes payable | (38,587) | (21,343) |
Payments of finance leases | (860) | (577) |
Net cash (used in) provided by financing activities | (12,187) | 15,314 |
Effect of exchange rate changes on cash | 114 | 0 |
Decrease in cash | (6,604) | (638) |
Cash, beginning of period | 22,661 | 13,121 |
Cash, end of period | 16,057 | 12,483 |
Supplemental cash flow information follows: | ||
Interest paid | 4,523 | 3,118 |
Income taxes paid | $ 827 | $ 5,126 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Shareholders' Equity Statement - USD ($) $ in Thousands | Total | Common Shares | Additional paid-in capital | Common shares subscribed, unissued | Retained earnings | Accumulated other comprehensive income (loss), net of tax | Common shares held in treasury | Common shares subscription receivable |
Stockholders' equity | $ (37,870) | $ (36,447) | $ (58,554) | $ (7,529) | $ (143,835) | $ 8,393 | $ (198,327) | $ (1,775) |
Net income | 15,087 | 15,087 | ||||||
Change in 401KSOP and ESOP related shares | 1,995 | 298 | 5,398 | (3,701) | ||||
Shares sold to employees | 10,966 | 4,444 | 6,522 | |||||
Options exercised | 1,466 | 264 | 1,202 | |||||
Subscription shares, issued | 488 | 20 | (398) | 538 | 328 | |||
Stock-based compensation | $ 1,130 | 1,130 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.05 | |||||||
Dividends | $ (1,219) | (1,219) | ||||||
Currency translation adjustments | (1,579) | (1,579) | ||||||
Defined benefit pension plans | 293 | 293 | ||||||
Shares purchased | (26,000) | (26,000) | ||||||
Stockholders' equity | (25,890) | (36,269) | (58,132) | (7,457) | (136,229) | 9,079 | (201,489) | (1,629) |
Net income | 21,714 | 21,714 | ||||||
Change in 401KSOP and ESOP related shares | 5,399 | 476 | 8,624 | (3,701) | ||||
Shares sold to employees | 6,900 | 2,684 | 4,216 | |||||
Options exercised | 1,337 | 244 | 1,093 | |||||
Subscription shares, issued | 220 | (40) | (326) | 404 | 182 | |||
Stock-based compensation | 166 | 166 | ||||||
Dividends | (595) | (595) | ||||||
Currency translation adjustments | (747) | (747) | ||||||
Defined benefit pension plans | 147 | 147 | ||||||
Shares purchased | (20,289) | (20,289) | ||||||
Stockholders' equity | (40,142) | (36,745) | (69,810) | (7,131) | (153,647) | 9,679 | (216,065) | (1,447) |
Cumulative Effect of New Accounting Principle in Period of Adoption | (355) | (355) | ||||||
Stockholders' equity | (43,361) | (37,272) | (82,623) | (6,799) | (157,472) | 5,034 | (235,042) | (729) |
Net income | 19,254 | 19,254 | ||||||
Change in 401KSOP and ESOP related shares | (653) | 345 | 6,947 | (7,945) | ||||
Shares sold to employees | 9,105 | 3,561 | 5,544 | |||||
Options exercised | 1,280 | (1,009) | 2,289 | |||||
Subscription shares, issued | 2,101 | (568) | (851) | 3,222 | 298 | |||
Stock-based compensation | $ 367 | 367 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.05 | |||||||
Dividends | $ (1,170) | (1,170) | ||||||
Currency translation adjustments | 1,207 | 1,207 | ||||||
Defined benefit pension plans | (1,442) | (1,442) | ||||||
Shares purchased | (21,129) | (21,129) | ||||||
Stockholders' equity | (39,553) | (37,077) | (81,201) | (6,408) | (156,389) | 4,481 | (236,470) | (571) |
Net income | 19,747 | 19,747 | ||||||
Change in 401KSOP and ESOP related shares | 3,449 | 540 | 10,854 | |||||
Change in common shares related to 401KSOP and Employee Stock Ownership Plan | (7,945) | |||||||
Shares sold to employees | 4,696 | 1,608 | 3,088 | |||||
Options exercised | 1,213 | (995) | 2,208 | |||||
Subscription shares, issued | 1,944 | (493) | (460) | 2,757 | 140 | |||
Stock-based compensation | $ (254) | (254) | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.025 | |||||||
Dividends | $ (580) | (580) | ||||||
Currency translation adjustments | 698 | 698 | ||||||
Defined benefit pension plans | (1,486) | (1,486) | ||||||
Shares purchased | (16,699) | (16,699) | ||||||
Stockholders' equity | $ (52,281) | $ (37,617) | $ (91,921) | $ (5,948) | $ (167,611) | $ 5,269 | $ (245,116) | $ (431) |
Basis of Financial Statement Pr
Basis of Financial Statement Preparation | 6 Months Ended |
Jun. 29, 2019 | |
Accounting Policies [Abstract] | |
Basis of financial statement preparation [Text Block] | Basis of Financial Statement Preparation The condensed consolidated financial statements present the financial position, results of operations and cash flows of The Davey Tree Expert Company and its subsidiaries. When we refer to “we,” “us,” “our,” “Davey,” or “Davey Tree”, we mean The Davey Tree Expert Company and its subsidiaries, unless otherwise expressly stated or the context indicates otherwise. We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), as codified in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), and with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The consolidated financial statements include all adjustments which, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal, recurring nature. All intercompany accounts and transactions have been eliminated. Certain information and disclosures required by U.S. GAAP for complete financial statements have been omitted in accordance with the rules and regulations of the SEC. We suggest that these condensed consolidated financial statements be read in conjunction with the financial statements included in our annual report on Form 10-K for the year ended December 31, 2018 (the “ 2018 Annual Report”). Use of Estimates in Financial Statement Preparation --The preparation of financial statements in accordance with U.S. GAAP requires the use of estimates and assumptions that affect reported amounts. Our consolidated financial statements include amounts that are based on management’s best estimates and judgments. Estimates are used for, but not limited to, accounts receivable valuation, depreciable lives of fixed assets, self-insurance reserves, income taxes and revenue recognition. Actual results could differ from those estimates. The Company’s fiscal quarters each contain thirteen operating weeks, with the exception of the fourth quarter of a 53-week fiscal year, which contains fourteen operating weeks. The Company’s fiscal quarter that ended June 29, 2019 is referred to as the second quarter of 2019 , and the fiscal quarter ended June 30, 2018 is referred to as the second quarter of 2018 . Recent Accounting Guidance Accounting Standards Adopted in 2019 Accounting Standards Update 2016-02, Leases (Topic 842) --In February 2016, the FASB issued Accounting Standards Update ("ASU") 2016-02, “Leases (Topic 842).” ASU 2016-02, along with several subsequent updates, requires lessees to recognize assets and liabilities created by leases on their balance sheet along with additional disclosure information. The Company adopted the standard on January 1, 2019 using the Comparative Under ASC 840 approach, which permitted the Company to not recast historical periods for the adoption, and utilized practical expedients as available. The adoption of the new standard resulted in the recording, as of January 1, 2019, of operating right-of-use assets and lease liabilities of $ 37,429 . The adoption of the new standard did not impact our consolidated results of operations and had no impact on our cash flows. Accounting Standards Update 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220) --In February 2018, the FASB issued ASU 2018-02, "Income Statement - Reporting Comprehensive Income (Topic 220)." ASU 2018-02 provides an option to reclassify the stranded tax effects within accumulated other comprehensive income to retained earnings as a result of the Tax Cuts and Jobs Act of 2017. The Company adopted ASU 2018-02 effective January 1, 2019 and did not elect to reclassify the income tax effects of the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. A. Basis of Financial Statement Preparation (continued) SEC Release No. 33-10532, Disclosure Update and Simplification --In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification, amending certain disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. In addition, the amendments expanded the disclosure requirements on the analysis of shareholders' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of shareholders' equity presented in the balance sheet must be provided in a note or separate statement. The analysis should present a reconciliation of the beginning balance to the ending balance of each period for which a statement of comprehensive income is required to be filed. We have incorporated the changes required by SEC Release No. 33-10532 in this report. |
Seasonality of Business
Seasonality of Business | 6 Months Ended |
Jun. 29, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Seasonality of business | Seasonality of Business Due to the seasonality of our business, our operating results for the three and six months ended June 29, 2019 are not indicative of results that may be expected for any other interim period or for the year ending December 31, 2019 . Our business seasonality traditionally results in higher revenues during the second and third quarters as compared with the first and fourth quarters of the year, while the methods of accounting for fixed costs, such as depreciation expense, amortization, rent and interest expense, are not significantly impacted by business seasonality. |
Accounts Receivable, Net and Su
Accounts Receivable, Net and Supplemental Balance-Sheet Information | 6 Months Ended |
Jun. 29, 2019 | |
Accounts Receivable, Net and Supplemental Balance-Sheet Information [Abstract] [Abstract] | |
Accounts receivable net and supplemental balance-sheet information [Text Block] | Accounts Receivable, Net and Supplemental Balance-Sheet Information Accounts receivable, net, consisted of the following: Accounts receivable, net June 29, December 31, Accounts receivable $ 165,105 $ 158,556 Receivables under contractual arrangements (1) 50,164 40,671 215,269 199,227 Less allowances for doubtful accounts 2,848 3,321 Accounts receivable, net $ 212,421 $ 195,906 (1) Receivables under contractual arrangements consist of work-in-process in accordance with the terms of contracts, primarily with utility services customers. The following items comprise the amounts included in the balance sheets: Other current assets June 29, December 31, Refundable income taxes $ — $ 1,625 Prepaid expense 10,428 19,529 Other 1,098 932 Total $ 11,526 $ 22,086 C. Accounts Receivable, Net and Supplemental Balance-Sheet Information (continued) Other assets, noncurrent June 29, December 31, Assets invested for self-insurance $ 12,552 $ 15,379 Investment--cost-method affiliate 1,218 1,218 Deferred income taxes 411 573 Other 5,835 4,599 Total $ 20,016 $ 21,769 Accrued expenses June 29, December 31, Employee compensation $ 18,966 $ 24,086 Accrued compensated absences 10,316 9,711 Self-insured medical claims 4,845 3,343 Income tax payable 3,881 31 Customer advances, deposits 1,258 1,322 Taxes, other than income 4,830 2,546 Other 3,221 3,022 Total $ 47,317 $ 44,061 Other current liabilities June 29, December 31, Notes payable $ 1,609 $ — Current portion of: Lease liability-operating leases 13,341 — Self-insurance reserves 27,237 27,434 Total $ 42,187 $ 27,434 Other noncurrent liabilities June 29, December 31, Pension and retirement plans $ 5,991 $ 6,138 Other 4,387 3,987 Total $ 10,378 $ 10,125 |
Business Combinations (Notes)
Business Combinations (Notes) | 6 Months Ended |
Jun. 29, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Our investments in businesses during the first six months of 2019 were $4,480 , including liabilities assumed of $314 and debt issued, in the form of notes payable to the sellers, of $1,133 , and have been included in our Residential and Commercial segment. Measurement-period adjustments are not complete. The measurement period for purchase price allocations ends as soon as information of the facts and circumstances becomes available, but does not exceed D. Business Combinations (continued) one year from the acquisition date. During the six months ended June 30, 2018 , our investment in businesses was $3,534 , including debt issued, in the form of notes payable to the sellers, of $990 . The following table summarizes the preliminary purchase price allocation of the estimated fair values of the assets acquired and liabilities assumed: June 29, December 31, Detail of acquisitions: Assets acquired: Cash $ 3 $ — Receivables 41 1,311 Operating supplies 79 23 Prepaid expense 13 89 Equipment 830 4,079 Deposits and other — 7 Intangibles 2,135 4,895 Goodwill 1,379 2,840 Liabilities assumed (314 ) (2,381 ) Debt issued for purchases of businesses (1,133 ) (2,402 ) Cash paid $ 3,033 $ 8,461 The results of operations of acquired businesses have been included in the consolidated statements of operations beginning as of the effective dates of acquisition. The effect of these acquisitions on our consolidated revenues and results of operations for the period ended June 29, 2019 was not significant. Pro forma net sales and results of operations for the acquisitions, had they occurred at the beginning of the six months ended June 29, 2019 , are not material and, accordingly, are not provided. The acquired intangible assets consist of tradenames, non-competition agreements and customer relationships. The tradenames and customer relationships were assigned an average six -year useful life and the non-competition agreements were assigned an average five -year useful life. Subsequent to June 29, 2019 and through August 6, 2019 , we acquired two businesses approximating $932 with no liabilities assumed and debt issued of $157 . The acquired companies are in our Residential and Commercial segment and are located in the British Columbia and Ontario, Canada markets. We do not expect the effect of these acquisitions on our consolidated revenues and results of operations, either individually or in the aggregate, to be significant. |
Identified Intangible Assets an
Identified Intangible Assets and Goodwill, Net | 6 Months Ended |
Jun. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Identified intangible assets and goodwill, net [Text Block] | Identified Intangible Assets and Goodwill, Net The carrying amounts of the identified intangible assets and goodwill acquired were as follows: June 29, 2019 December 31, 2018 Carrying Amount Accumulated Amortization Carrying Amount Accumulated Amortization Amortized intangible assets: Customer lists/relationships $ 26,892 $ 19,073 $ 25,179 $ 18,251 Employment-related 8,184 7,144 8,133 6,954 Tradenames 7,118 5,608 6,858 5,435 Amortized intangible assets 42,194 $ 31,825 40,170 $ 30,640 Less accumulated amortization 31,825 30,640 Identified intangible assets, net 10,369 9,530 Goodwill 39,488 37,971 $ 49,857 $ 47,501 The changes in the carrying amounts of goodwill, by segment, for the six months ended June 29, 2019 and June 30, 2018 follow: Balance at January 1, 2019 Acquisitions Translation and Other Adjustments Balance at June 29, 2019 Utility $ 4,911 $ — $ — $ 4,911 Residential and Commercial 33,060 1,379 138 34,577 Total $ 37,971 $ 1,379 $ 138 $ 39,488 Balance at January 1, 2018 Acquisitions Translation and Other Adjustments Balance at June 30, 2018 Utility $ 3,424 $ — $ — $ 3,424 Residential and Commercial 32,053 1,013 (327 ) 32,739 Total $ 35,477 $ 1,013 $ (327 ) $ 36,163 E. Identified Intangible Assets and Goodwill, Net (continued) Estimated future aggregate amortization expense of intangible assets -- The estimated future aggregate amortization expense of intangible assets, as of June 29, 2019 is as follows: Estimated Future Amortization Expense Year ending December 31, 2019 $ 1,254 2020 2,327 2021 1,885 2022 1,655 2023 1,500 Thereafter 1,748 $ 10,369 |
Long-Term Debt and Commitments
Long-Term Debt and Commitments Related to Letters of Credit | 6 Months Ended |
Jun. 29, 2019 | |
Debt Disclosure [Abstract] | |
Long-term debt and commitments related to letters of credit [Text Block] | Long-Term Debt and Commitments Related to Letters of Credit Our long-term debt consisted of the following: June 29, December 31, Revolving credit facility: Swing-line borrowings $ 1,500 $ 2,500 LIBOR borrowings 78,000 91,000 79,500 93,500 Senior unsecured notes: 5.09% Senior unsecured notes 12,000 12,000 3.99% Senior unsecured notes 50,000 50,000 4.00% Senior unsecured notes 25,000 — 87,000 62,000 Term loans 10,194 23,176 176,694 178,676 Less debt issuance costs 513 599 Less current portion 9,807 22,514 $ 166,374 $ 155,563 Revolving Credit Facility --As of June 29, 2019 , we had a $250,000 revolving credit facility with a group of banks, which expires in October 2022 and permits borrowings, as defined, up to $250,000 , including a letter of credit sublimit of $100,000 and a swing-line commitment of $25,000 . Under certain circumstances, the amount available under the revolving credit facility may be increased to $325,000 . The revolving credit facility contains certain affirmative and negative covenants customary for this type of facility and includes financial covenant ratios with respect to a maximum leverage ratio (not to exceed 3.00 to 1.00 with exceptions in case of material acquisitions) and a minimum interest coverage ratio (not less than 3.00 to 1.00), in each case subject to certain further restrictions as described in the credit agreement. As of June 29, 2019 , we had unused commitments under the facility approximating $167,712 , with $82,288 committed, consisting of borrowings of $79,500 and issued letters of credit of $2,788 . F. Long-Term Debt and Commitments Related to Letters of Credit (continued) Borrowings outstanding bear interest, at Davey Tree’s option, of either (a) a base rate or (b) LIBOR plus a margin adjustment ranging from .875% to 1.50% --with the margin adjustments in both instances based on the Company's leverage ratio at the time of borrowing. The base rate is the greater of (i) the agent bank’s prime rate, (ii) LIBOR plus 1.50% , or (iii) the federal funds rate plus .50% . A commitment fee ranging from .10% to .225% is also required based on the average daily unborrowed commitment. 5.09 % Senior Unsecured Notes --During July 2010, we issued 5.09 % Senior Unsecured Notes, Series A (the " 5.09 % Senior Notes"), in the aggregate principal amount of $30,000 pursuant to a Master Note Purchase Agreement (the “Purchase Agreement”) between the Company and the purchasers of the 5.09 % Senior Notes. The 5.09 % Senior Notes are due July 22, 2020. The 5.09 % Senior Notes are equal in right of payment with our revolving credit facility and all other senior unsecured obligations of the Company. Interest is payable semiannually and five equal, annual principal payments commenced on July 22, 2016 (the sixth anniversary of issuance). The Purchase Agreement contains customary events of default and covenants related to limitations on indebtedness and transactions with affiliates and the maintenance of certain financial ratios. 3.99 % Senior Unsecured Notes --On September 21, 2018, we issued 3.99 % Senior Notes, Series A (the " 3.99 % Senior Notes"), in the aggregate principal amount of $50,000 . The 3.99 % Senior Notes are due September 21, 2028. The 3.99 % Senior Notes were issued pursuant to a Note Purchase and Private Shelf Agreement (the “Note Purchase and Shelf Agreement”) between the Company, PGIM, Inc. and the purchasers of the 3.99 % Senior Notes. Subsequent series of promissory notes may be issued pursuant to the Note Purchase and Shelf Agreement (the "Shelf Notes") in an aggregate additional principal amount not to exceed $50,000 ( $25,000 of which was issued on February 5, 2019). The 3.99 % Senior Notes are equal in right of payment with our revolving credit facility and all other senior unsecured obligations of the Company. Interest is payable semiannually and five equal, annual principal payments commence on September 21, 2024 (the sixth anniversary of issuance). The Note Purchase and Shelf Agreement contains customary events of default and covenants related to limitations on indebtedness and transactions with affiliates and the maintenance of certain financial ratios. The Company may prepay at any time all, or from time to time any part of, the outstanding principal amount of the 3.99 % Senior Notes, subject to the payment of a make-whole amount. In conjunction with the issuance of the 3.99 % Senior Notes, on September 21, 2018, the Company entered into an amendment to its revolving credit facility. The amendment amended certain provisions and covenants in the credit agreement to generally conform them to the corresponding provisions and covenants in the Note Purchase and Shelf Agreement. The amendment also permitted the Company to incur indebtedness arising under the Note Purchase and Shelf Agreement in an aggregate principal amount not to exceed $75,000 , which included the $50,000 of 3.99 % Senior Notes, plus an additional $25,000 in Shelf Notes (which were issued on February 5, 2019). 4.00 % Senior Unsecured Notes --On February 5, 2019, we issued 4.00 % Senior Notes, Series B (the " 4.00 % Senior Notes") pursuant to the Note Purchase and Shelf Agreement in the aggregate principal amount of $25,000 . The notes are due September 21, 2028. Subsequent series of Shelf Notes may be issued pursuant to the Note Purchase and Shelf Agreement in an aggregate additional principal amount not to exceed $25,000 . A further amendment to the revolving credit facility would be required for such a transaction to be permissible under the revolving credit facility. The 4.00% Senior Notes are equal in right of payment with our revolving credit facility and all other senior unsecured obligations of the Company. Interest is payable semiannually and five equal, annual principal payments commence on September 21, 2024. F. Long-Term Debt and Commitments Related to Letters of Credit (continued) The net proceeds of all senior notes were used to pay down borrowings under our revolving credit facility. Term loans --Periodically, the Company will enter into term loans for the procurement of insurance or to finance acquisitions. Aggregate Maturities of Long-Term Debt --Aggregate maturities of long-term debt based on the principal amounts outstanding at June 29, 2019 were as follows: 2019 -- $8,414 ; 2020 -- $7,990 ; 2021 -- $5,523 ; 2022 -- $79,755 ; 2023 -- $12 ; and thereafter $75,000 . Accounts Receivable Securitization Facility --In May 2019, the Company amended its Accounts Receivable Securitization Facility (the "AR Securitization program") to extend the scheduled termination date for an additional one -year period, to May 19, 2020. The AR Securitization program has a limit of $100,000 , of which $67,438 was issued for letters of credit ("LCs") as of June 29, 2019 . Under the AR Securitization program, Davey Tree transfers by selling or contributing current and future trade receivables to a wholly-owned, bankruptcy-remote financing subsidiary which pledges a perfected first priority security interest in the trade receivables--equal to the issued LCs as of June 29, 2019 --to the bank in exchange for the bank issuing LCs. Receivables from PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company (collectively, "PG&E", which filed voluntary bankruptcy petitions under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Northern District of California, while remaining in the securitized pool, are considered ineligible and are excluded from performance ratios and reserves. Fees payable to the bank include: (a) an LC issuance fee, payable on each settlement date, in the amount of .90% per annum on the aggregate amount of all LCs outstanding plus outstanding reimbursement obligations (e.g., arising from drawn LCs), if any, and (b) an unused LC fee, payable monthly, equal to (i) .35% per annum for each day on which the sum of the total LCs outstanding plus any outstanding reimbursement obligations is greater than or equal to 50% of the facility limit and (ii) .45% per annum for each day on which the sum of the total LCs outstanding plus any outstanding reimbursement obligations is less than 50% of the facility limit. If an LC is drawn and the bank is not immediately reimbursed in full for the drawn amount, any outstanding reimbursement obligation will accrue interest at a per annum rate equal to a reserve-adjusted LIBOR or, in certain circumstances, a base rate equal to the higher of (i) the bank’s prime rate and (ii) the federal funds rate plus .50% and, following any default, 2.00% plus the greater of (a) adjusted LIBOR and (b) a base rate equal to the higher of (i) the bank’s prime rate and (ii) the federal funds rate plus .50% . The agreements underlying the AR Securitization program contain various customary representations and warranties, covenants, and default provisions which provide for the termination and acceleration of the commitments under the AR Securitization program in circumstances including, but not limited to, failure to make payments when due, breach of a representation, warranty or covenant, certain insolvency events or failure to maintain the security interest in the trade receivables, and defaults under other material indebtedness. Total Commitments Related to Issued Letters of Credit --As of June 29, 2019 , total commitments related to issued LCs were $72,236 , of which $2,788 were issued under the revolving credit facility, $67,438 were issued under the AR Securitization program, and $2,010 were issued under short-term lines of credit. As of December 31, 2018 , total commitments related to issued LCs were $72,565 , of which $3,123 were issued under the revolving credit facility, $67,438 were issued under the AR Securitization program, and $2,004 were issued under short-term lines of credit. As of June 29, 2019 , we are in compliance with all debt covenants. |
Leases (Notes)
Leases (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | Leases We lease certain office and parking facilities, warehouse space, equipment, vehicles and information technology equipment under operating leases. Lease expense for these leases is recognized within the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments are incurred. The following table summarizes the amounts recognized in our Condensed Consolidated Balance Sheet related to leases: Condensed Consolidated Balance Sheet Classification June 29, 2019 Assets Operating lease assets Right-of-use assets - operating leases $ 39,534 Finance lease assets Property and equipment, net 3,600 Total lease assets $ 43,134 Liabilities Current operating lease liabilities Other current liabilities $ 13,341 Non-current operating lease liabilities Lease liabilities - operating leases 25,825 Total operating lease liabilities 39,166 Current portion of finance lease liabilities Current portion of long-term debt and finance lease liabilities 1,312 Non-current finance lease liabilities Lease liabilities - finance leases 1,985 Total finance lease liabilities 3,297 Total lease liabilities $ 42,463 The components of lease cost recognized within our Condensed Consolidated Statement of Operations were as follows: Three Months Ended Six Months Ended Condensed Consolidated Statement of Operations Classification June 29, 2019 June 29, 2019 Operating lease cost Operating expense $ 1,629 $ 3,067 Operating lease cost Selling expense 2,158 4,325 Operating lease cost General and administrative expense 202 403 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization 340 685 Interest expense on lease liabilities Interest expense 29 63 Other lease cost (1) Operating expense 1,011 1,730 Other lease cost (1) Selling expense 270 616 Other lease cost (1) General and administrative expense 1 3 Total lease cost $ 5,640 $ 10,892 (1) Other lease cost includes short-term lease costs and variable lease costs. G. Leases (continued) We often have options to renew lease terms for buildings and other assets. The exercise of lease renewal options is generally at our sole discretion. In addition, certain lease agreements may be terminated prior to their original expiration date at our discretion. We evaluate each renewal and termination option at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors. The table below summarizes the weighted average remaining lease term as of June 29, 2019 . Operating leases 3.6 years Finance leases 2.8 years The discount rate implicit within our leases is generally not determinable and therefore the Company determines the discount rate based on its incremental borrowing rate. The incremental borrowing rate for each lease is determined based on its term and the currency in which lease payments are made, adjusted for the impacts of collateral. The table below summarizes the weighted average discount rate used to measure our lease liabilities as of June 29, 2019 . Operating leases 3.93 % Finance leases 3.42 % Supplemental Cash Flow Information Related to Leases Six Months Ended June 29, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (8,175 ) Operating cash flows from finance leases (63 ) Financing cash flows from finance leases (860 ) Right-of-use assets obtained in exchange for lease obligations: Operating leases 47,779 Maturity Analysis of Lease Liabilities As of June 29, 2019 Operating Leases Finance Remaining six months of 2019 $ 7,648 $ 508 2020 13,242 1,371 2021 9,778 1,206 2022 6,504 272 2023 2,855 82 Thereafter 1,731 — Total lease payments 41,758 3,439 Less interest 2,592 142 Total $ 39,166 $ 3,297 G. Leases (continued) December 31, 2018 Operating Leases 2019 $ 14,023 2020 11,272 2021 7,712 2022 5,129 2023 2,060 Thereafter 1,923 Total lease payments $ 42,119 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 29, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based compensation[Text Block] | Stock-Based Compensation Our shareholders approved the 2014 Omnibus Stock Plan (the “2014 Stock Plan”) at our annual meeting of shareholders on May 20, 2014. The 2014 Stock Plan replaced the expired 2004 Omnibus Stock Plan (the “2004 plan”) previously approved by the shareholders in 2004. The 2014 Stock Plan is administered by the Compensation Committee of the Board of Directors and has a term of ten years. All directors of the Company and employees of the Company and its subsidiaries are eligible to participate in the 2014 Stock Plan. The 2014 Stock Plan (similar to the 2004 plan) continues the maintenance of the Employee Stock Purchase Plan, as well as provisions for the grant of stock options and other stock-based incentives. The 2014 Stock Plan provides for the grant of five percent of the number of the Company’s common shares outstanding as of the first day of each fiscal year plus the number of common shares that were available for grant of awards, but not granted, in prior years. In no event, however, may the number of common shares available for the grant of awards in any fiscal year exceed ten percent of the common shares outstanding as of the first day of that fiscal year. Common shares subject to an award that is forfeited, terminated, or canceled without having been exercised are generally added back to the number of shares available for grant under the 2014 Stock Plan. Stock-based compensation expense under all share-based payment plans -- our Employee Stock Purchase Plan, stock option plans, stock-settled stock appreciation rights ("SSARs") and restricted stock units ("RSUs") -- are included in the results of operations as follows: Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Compensation expense, all share-based payment plans $ 776 $ 769 $ 1,529 $ 1,793 Stock-based compensation consisted of the following: Employee Stock Purchase Plan --Under the Employee Stock Purchase Plan, all full-time employees with one year of service are eligible to purchase, through payroll deduction, common shares. Employee purchases under the Employee Stock Purchase Plan are at 85% of the fair market value of the common shares--a 15% discount. We recognize compensation costs as payroll deductions are made. The 15% discount of total shares purchased under the H. Stock-Based Compensation (continued) plan resulted in compensation cost of $536 being recognized for the six months ended June 29, 2019 and $488 for the six months ended June 30, 2018 . Stock Option Plans --The stock options outstanding were awarded under a graded vesting schedule, measured at fair value, and have a term of ten years. Compensation costs for stock options are recognized over the requisite service period on the straight-line recognition method. Compensation cost recognized for stock options was $315 for the six months ended June 29, 2019 and $346 for the six months ended June 30, 2018 . Stock-Settled Stock Appreciation Rights -- A SSARs is an award that allows the recipient to receive common shares equal to the appreciation in the fair market value of our common shares between the date the award was granted and the conversion date of the shares vested. Effective January 1, 2019, Management and the Compensation Committee replaced the issuance of future SSARs with performance-based restricted stock units ("PRSUs") for certain management employees. The following table summarizes our SSARs as of June 29, 2019 . Stock-Settled Stock Appreciation Rights Number Rights Weighted- Average Award Date Value Weighted- Life Unrecognized Cost Aggregate Value Unvested, January 1, 2019 380,982 $ 3.42 Granted — — Forfeited — — Vested (115,080 ) 3.31 Unvested, June 29, 2019 265,902 $ 3.47 1.9 years $ 734 $ 5,611 Compensation costs for SSARs are determined using a fair-value method and amortized over the requisite service period. Compensation expense for SSARs was $190 for the six months ended June 29, 2019 and $290 for the six months ended June 30, 2018 . Restricted Stock Units --During the six months ended June 29, 2019 , the Compensation Committee awarded 29,046 PRSUs to certain management employees and 11,942 RSUs to nonemployee directors. The Compensation Committee made similar awards in prior periods. The awards vest over specified periods. The following table summarizes PRSUs and RSUs as of June 29, 2019 . H. Stock-Based Compensation (continued) Restricted Stock Units Number Units Weighted- Average Grant Date Value Weighted- Average Remaining Contractual Life Unrecognized Cost Aggregate Intrinsic Value Unvested, January 1, 2019 247,838 $ 15.68 Granted 40,988 20.45 Forfeited — — Vested (60,474 ) 13.55 Unvested, June 29, 2019 228,352 $ 17.10 2.4 years $ 2,078 $ 4,818 Employee PRSUs 196,930 $ 16.79 2.5 years $ 1,666 $ 4,155 Nonemployee Director RSUs 31,422 $ 19.01 2.0 years $ 412 $ 663 Compensation cost for RSUs is determined using a fair-value method and amortized on the straight-line recognition method over the requisite service period. Compensation expense on RSUs totaled $488 for the six months ended June 29, 2019 and $669 for the six months ended June 30, 2018 . We estimated the fair value of each stock-based award on the date of grant using a binomial option-pricing model. The binomial model considers a range of assumptions related to volatility, risk-free interest rate and employee exercise behavior. Expected volatilities utilized in the binomial model are based on historical volatility of our stock prices and other factors. Similarly, the dividend yield is based on historical experience and expected future changes. The binomial model also incorporates exercise assumptions based on an analysis of historical data. The expected life of the stock-based awards is derived from the output of the binomial model and represents the period of time that awards granted are expected to be outstanding. The fair values of stock-based awards granted were estimated at the dates of grant with the following weighted-average assumption. Six Months Ended June 29, June 30, Volatility rate 9.9 % 10.1 % Risk-free interest rate 2.3 % 2.7 % Expected dividend yield .7 % .7 % Expected life of awards (years) 8.8 9.2 H. Stock-Based Compensation (continued) General Stock Option Information --The following table summarizes activity under the stock option plans for the six months ended June 29, 2019 . Stock Options Number Outstanding Weighted- Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding, January 1, 2019 1,466,264 $ 13.94 Granted 151,145 21.10 Exercised (75,139 ) 10.43 Forfeited (4,200 ) 16.06 Outstanding, June 29, 2019 1,538,070 $ 14.81 5.9 years $ 9,674 Exercisable, June 29, 2019 1,039,125 $ 13.05 4.8 years $ 8,365 As of June 29, 2019 , there was approximately $1,662 of unrecognized compensation cost related to stock options outstanding. The cost is expected to be recognized over a weighted-average period of 2.3 years . “Intrinsic value” is defined as the amount by which the market price of a common share exceeds the exercise price of an option. Common shares are issued from treasury upon the exercise of stock options, SSARs, RSUs, PRSUs or purchases under the Employee Stock Purchase Plan. |
Net Periodic Benefit Expense -
Net Periodic Benefit Expense - Defined Benefit Pension Plans | 6 Months Ended |
Jun. 29, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |
Net periodic benefit expense--defined benefit pension plans [Text Block] | Net Periodic Benefit Expense--Defined Benefit Pension Plans The results of operations included the following net periodic benefit expense (income) recognized related to our defined-benefit pension plans. Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Components of pension expense (income) Service costs--increase in benefit obligation earned $ 30 $ 100 $ 75 $ 200 Interest cost on projected benefit obligation 61 179 136 359 Expected return on plan assets (14 ) (57 ) (37 ) (115 ) Settlement loss 1,677 — 1,677 — Amortization of net actuarial loss 31 182 75 364 Amortization of prior service cost 16 16 32 32 Net pension expense of defined benefit pension plans $ 1,801 $ 420 $ 1,958 $ 840 I. Net Periodic Benefit Expense--Defined Benefit Pension Plans (continued) During April 2019, we entered into an agreement to purchase a guaranteed group annuity contract from a third-party insurance company which unconditionally and irrevocably guarantees the full-payment of all annuity payments to the remaining 231 participants in our Employee Retirement Plan (“ERP”) for which benefits were frozen effective December 31, 2008. The April 2019 agreement transferred all remaining ERP benefit obligations to the third-party insurance company, resulting in a pretax actuarial settlement loss of $1,677 . The components of net periodic benefit expense, other than the service cost component, are included in the line item other income (expense) in the statement of operations. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 29, 2019 | |
Income Tax Disclosure [Abstract] | |
Income taxes [Text Block] | Income Taxes Our income tax provision for interim periods is determined using an estimate of our annual effective tax rate adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate and, if our estimated annual tax rate changes, we make a cumulative adjustment. The estimated annual effective tax rate for the six months ended June 29, 2019 was 19.9 %. Our annual effective tax rate for the six months ended June 30, 2018 was estimated at 18.2 %. Our effective tax rate was 20.4% and 19.9% for the three months ended June 29, 2019 and June 30, 2018 , respectively. The change in the effective tax rate from statutory tax rates is primarily due to the impact of favorable discrete items. As of June 29, 2019 , we had unrecognized tax benefits of $1,332 , of which $606 would affect our effective rate if recognized, and accrued interest expense related to unrecognized benefits of $40 . At December 31, 2018 , we had unrecognized tax benefits of $1,325 , of which $599 would affect our effective rate if recognized, and accrued interest expense related to unrecognized benefits of $35 . Unrecognized tax benefits are the differences between a tax position taken, or expected to be taken in a tax return, and the benefit recognized for financial reporting purposes. We recognize interest accrued related to unrecognized tax benefits in income tax expense. Penalties, if incurred, would be recognized as a component of income tax expense. The Company is routinely under audit by federal, state, local and Canadian authorities in the area of income tax. These audits include questioning the timing and the amount of income and deductions and the allocation of income and deductions among various tax jurisdictions. The Company has been audited by the Internal Revenue Service through 2016. With the exception of U.S. state jurisdictions, the Company is no longer subject to examination by tax authorities for the years through 2016. As of June 29, 2019 , we believe it is reasonably possible that the total amount of unrecognized tax benefits will not significantly increase or decrease. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 29, 2019 | |
Equity [Abstract] | |
Accumulated other comprehensive income (loss) [Text Block] | Accumulated Other Comprehensive Income (Loss) Comprehensive income (or loss) is comprised of net income (or net loss) and other components, including currency translation adjustments and defined-benefit pension plan adjustments. The following summarizes the components of other comprehensive income (loss) accumulated in shareholders’ equity for the three and six months ended June 29, 2019 and the three and six months ended June 30, 2018 : Three Months Ended June 29, 2019 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 30, 2019 $ (5,310 ) $ 829 $ (4,481 ) Other comprehensive income (loss) before reclassifications Unrealized gains $ 698 $ — $ 698 Amounts reclassified from accumulated other comprehensive income (loss) — (1,655 ) (1,655 ) Tax effect — 169 169 Net of tax amount 698 (1,486 ) (788 ) Balance at June 29, 2019 $ (4,612 ) $ (657 ) $ (5,269 ) Three Months Ended June 30, 2018 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 31, 2018 $ (4,137 ) $ (4,942 ) $ (9,079 ) Other comprehensive income (loss) before reclassifications Unrealized losses $ (747 ) $ — $ (747 ) Amounts reclassified from accumulated other comprehensive income (loss) — 198 198 Tax effect — (51 ) (51 ) Net of tax amount (747 ) 147 (600 ) Balance at June 30, 2018 $ (4,884 ) $ (4,795 ) $ (9,679 ) K. Accumulated Other Comprehensive Income (Loss) (continued) Six Months Ended June 29, 2019 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2019 $ (5,819 ) $ 785 $ (5,034 ) Other comprehensive income (loss) before reclassifications Unrealized gains $ 1,207 $ — $ 1,207 Amounts reclassified from accumulated other comprehensive income (loss) — (1,595 ) (1,595 ) Tax effect — 153 153 Net of tax amount 1,207 (1,442 ) (235 ) Balance at June 29, 2019 $ (4,612 ) $ (657 ) $ (5,269 ) Six Months Ended June 30, 2018 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2018 $ (3,305 ) $ (5,088 ) $ (8,393 ) Other comprehensive income (loss) before reclassifications Unrealized losses $ (1,579 ) $ — $ (1,579 ) Amounts reclassified from accumulated other comprehensive income (loss) — 396 396 Tax effect — (103 ) (103 ) Net of tax amount (1,579 ) 293 (1,286 ) Balance at June 30, 2018 $ (4,884 ) $ (4,795 ) $ (9,679 ) The change in defined benefit pension plans of $(1,655) and $(1,595) for the three and six months ended June 29, 2019 and $198 and $396 for the three and six months ended June 30, 2018 is included in net periodic pension expense classified in the condensed consolidated statement of operations as general and administrative or other income (expense). |
Per Share Amounts and Common Sh
Per Share Amounts and Common Shares Outstanding | 6 Months Ended |
Jun. 29, 2019 | |
Equity [Abstract] | |
Per share amounts and common and redeemable shares outstanding [Text Block] | Per Share Amounts and Common and Redeemable Shares Outstanding We calculate our basic earnings per share by dividing net income or net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share are calculated in a similar manner, but include the effect of dilutive securities. To the extent these securities are antidilutive, they are excluded from the calculation of earnings per share. The per share amounts were computed as follows: Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Income available to common shareholders: Net income $ 19,747 $ 21,714 $ 19,254 $ 15,087 Weighted-average shares: Basic: Outstanding 22,764 22,926 22,837 24,077 Partially-paid share subscriptions 151 195 302 362 Basic weighted-average shares 22,915 23,121 23,139 24,439 Diluted: Basic from above 22,915 23,121 23,139 24,439 Incremental shares from assumed: Exercise of stock subscription purchase rights 88 140 104 143 Exercise of stock options and awards 1,048 1,046 937 979 Diluted weighted-average shares 24,051 24,307 24,180 25,561 Net income per share: Basic $ .86 $ .94 $ .83 $ .62 Diluted $ .82 $ .89 $ .80 $ .59 L. Per Share Amounts and Common and Redeemable Shares Outstanding (continued) Common and Redeemable Shares Outstanding -- A summary of the activity of the common and redeemable shares outstanding for the six months ended June 29, 2019 follows: Common Shares Net of Treasury Shares Redeemable Shares Total Shares outstanding at January 1, 2019 17,238,497 5,642,155 22,880,652 Shares purchased (433,296 ) (569,267 ) (1,002,563 ) Shares sold 235,591 223,675 459,266 Stock subscription offering -- cash purchases 270,607 — 270,607 Options and awards exercised 191,532 — 191,532 Shares outstanding at June 29, 2019 17,502,931 5,296,563 22,799,494 On June 29, 2019 , we had 22,799,494 common and redeemable shares outstanding, employee options exercisable to purchase 1,039,125 common shares and partially-paid subscriptions for 603,832 common shares. Stock Subscription Offering --Beginning May 2012, the Company offered to eligible employees and nonemployee directors the right to subscribe to common shares of the Company at $9.85 per share in accordance with the provisions of The Davey Tree Expert Company 2004 Omnibus Stock Plan and the rules of the Compensation Committee of the Company's Board of Directors (collectively, the "plan"). The offering period ended on August 1, 2012 and resulted in the subscription of 1,275,428 common shares for $12,563 at $9.85 per share. Under the plan, a participant in the offering purchasing common shares for an aggregate purchase price of less than $5 was required to pay with cash. All participants (excluding Company directors and officers) purchasing $5 or more of the common shares had an option to finance their purchase through a down-payment of at least 10% of the total purchase price and a seven -year promissory note for the balance due with interest at 2% . Payments on the promissory note can be made either by payroll deductions or annual lump-sum payments of both principal and interest. Common shares purchased under the plan have been pledged as security for the payment of the promissory note and the common shares will not be issued until the promissory note is paid-in-full. Dividends will be paid on all subscribed shares, subject to forfeiture to the extent that payment is not ultimately made for the shares. All participants in the offering purchasing in excess of $5 of common shares were granted a "right" to purchase one additional common share at a price of $9.85 per share for every three common shares purchased under the plan. As a result of the stock subscription, employees were granted rights to purchase 423,600 common shares. Each right may be exercised at the rate of one-seventh per year and will expire seven years after the date that the right was granted. Employees may not exercise a right should they cease to be employed by the Company. |
Operations by Business Segment
Operations by Business Segment | 6 Months Ended |
Jun. 29, 2019 | |
Segment Reporting [Abstract] | |
Operations by business segment [Text Block] | Operations by Business Segment We provide a wide range of arboricultural, horticultural, environmental and consulting services to residential, utility, commercial and government entities throughout the United States and Canada. We have two reportable operating segments organized by type or class of customer: Residential and Commercial, and Utility. M. Operations by Business Segment (continued) Residential and Commercial --Residential and Commercial provides services to our residential and commercial customers including: the treatment, preservation, maintenance, removal and planting of trees, shrubs and other plant life; the practice of landscaping, grounds maintenance, tree surgery, tree feeding and tree spraying; the application of fertilizer, herbicides and insecticides; and natural resource management and consulting, forestry research and development, and environmental planning. Utility --Utility is principally engaged in providing services to our utility customers--investor-owned, municipal utilities, and rural electric cooperatives--including: the practice of line-clearing and vegetation management around power lines and rights-of-way and chemical brush control; and natural resource management and consulting, forestry research and development, and environmental planning. All other operating activities, including research, technical support and laboratory diagnostic facilities, are included in “All Other.” Measurement of Segment Profit and Loss and Segment Assets -- We evaluate performance and allocate resources based primarily on operating income and also actively manage business unit operating assets. Segment information, including reconciling adjustments, is presented consistent with the basis described in our 2018 Annual Report. M. Operations by Business Segment (continued) Segment information reconciled to consolidated external reporting information follows: Utility Residential and Commercial All Other Reconciling Adjustments Consolidated Three Months Ended June 29, 2019 Revenues $ 151,192 $ 149,970 $ 272 $ — $ 301,434 Income (loss) from operations 9,995 26,598 (5,401 ) (910 ) (a) 30,282 Interest expense (2,428 ) (2,428 ) Interest income 93 93 Other income (expense), net (3,153 ) (3,153 ) Income before income taxes $ 24,794 Segment assets, total $ 235,687 $ 233,220 $ — $ 101,242 (b) $ 570,149 Three Months Ended June 30, 2018 Revenues $ 128,496 $ 141,465 $ 688 $ — $ 270,649 Income (loss) from operations 6,265 26,834 (2,764 ) (535 ) (a) 29,800 Interest expense (1,754 ) (1,754 ) Interest income 101 101 Other income (expense), net (1,052 ) (1,052 ) Income before income taxes $ 27,095 Segment assets, total $ 197,287 $ 222,638 $ — $ 73,329 (b) $ 493,254 Six Months Ended June 29, 2019 Revenues $ 291,661 $ 257,365 $ 297 $ — $ 549,323 Income (loss) from operations 15,875 27,105 (8,369 ) (1,363 ) (a) 33,248 Interest expense (4,579 ) (4,579 ) Interest income 176 176 Other income (expense), net (4,808 ) (4,808 ) Income before income taxes $ 24,037 Segment assets, total $ 235,687 $ 233,220 $ — $ 101,242 (b) $ 570,149 Six Months Ended June 30, 2018 Revenues $ 247,183 $ 230,810 $ 1,307 $ — $ 479,300 Income (loss) from operations 8,079 23,729 (6,556 ) (1,118 ) (a) 24,134 Interest expense (3,155 ) (3,155 ) Interest income 179 179 Other income (expense), net (2,714 ) (2,714 ) Income before income taxes $ 18,444 Segment assets, total $ 197,287 $ 222,638 $ — $ 73,329 (b) $ 493,254 M. Operations by Business Segment (continued) Reconciling adjustments from segment reporting to consolidated external financial reporting include unallocated corporate items: (a) Reclassification of depreciation expense and allocation of corporate expenses. (b) Corporate assets include cash, prepaid expenses, corporate facilities, enterprise-wide information systems and other nonoperating assets. |
Revenue Recognition (Notes)
Revenue Recognition (Notes) | 6 Months Ended |
Jun. 29, 2019 | |
Revenue Recognition [Abstract] | |
Revenue from contract from customer [Text Block] | Revenue Recognition We account for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. Nature of Performance Obligations and Significant Judgments At contract inception, the Company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promised good or service (or bundle of goods and services) that is distinct. To identify the performance obligations, the Company considers each of the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices. Our contracts with our customers generally originate upon the completion of a quote for services for residential and commercial customers or the receipt of a purchase order (or similar work order) for utility customers. In some cases, our contracts are governed by master services agreements, in which case our contract under ASC 606 consists of the combination of the master services agreement and the quote/purchase order. Many of our contracts have a stated duration of one year or less or contain termination clauses that allow the customer to cancel the contract after a specified notice period, which is typically less than 90 days. Due to the fact that many of our arrangements allow the customer to terminate for convenience, the duration of the contract for revenue recognition purposes generally does not extend beyond the services that we have actually transferred. As a result, many of our contracts are, in effect, day-to-day or month-to-month contracts. Disaggregation of Revenue The following tables disaggregate our revenue for the three and six months ended June 29, 2019 and June 30, 2018 by major sources: Three Months Ended June 29, 2019 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 112,823 $ 86,450 $ 7 $ 199,280 Grounds maintenance — 45,657 — 45,657 Storm damage services 152 988 — 1,140 Consulting and other 38,217 16,875 265 55,357 Total revenues $ 151,192 $ 149,970 $ 272 $ 301,434 Geography: United States $ 140,701 $ 139,437 $ 272 $ 280,410 Canada 10,491 10,533 — 21,024 Total revenues $ 151,192 $ 149,970 $ 272 $ 301,434 N. Revenue Recognition (continued) Three Months Ended June 30, 2018 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 97,118 $ 86,540 $ (26 ) $ 183,632 Grounds maintenance — 37,786 — 37,786 Storm damage services 621 911 — 1,532 Consulting and other 30,757 16,228 714 47,699 Total revenues $ 128,496 $ 141,465 $ 688 $ 270,649 Geography: United States $ 118,661 $ 129,905 $ 688 $ 249,254 Canada 9,835 11,560 — 21,395 Total revenues $ 128,496 $ 141,465 $ 688 $ 270,649 Six Months Ended June 29, 2019 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 216,209 $ 146,877 $ (4 ) $ 363,082 Grounds maintenance — 73,599 — 73,599 Storm damage services 1,224 2,613 — 3,837 Consulting and other 74,228 34,276 301 108,805 Total revenues $ 291,661 $ 257,365 $ 297 $ 549,323 Geography: United States $ 270,583 $ 240,436 $ 297 $ 511,316 Canada 21,078 16,929 — 38,007 Total revenues $ 291,661 $ 257,365 $ 297 $ 549,323 N. Revenue Recognition (continued) Six Months Ended June 30, 2018 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 183,435 $ 142,937 $ (12 ) $ 326,360 Grounds maintenance — 60,588 — 60,588 Storm damage services 3,834 1,810 — 5,644 Consulting and other 59,914 25,475 1,319 86,708 Total revenues $ 247,183 $ 230,810 $ 1,307 $ 479,300 Geography: United States $ 229,114 $ 212,383 $ 1,307 $ 442,804 Canada 18,069 18,427 — 36,496 Total revenues $ 247,183 $ 230,810 $ 1,307 $ 479,300 Contract Balances Our contract liabilities consist of advance payments and billings in excess of costs incurred and deferred revenue. The Company has recognized $594 and $1,674 of revenue for the three and six months ended June 29, 2019 that was included in the contract liability balance at December 31, 2018 and $654 and $1,222 of revenue for the three and six months ended June 30, 2018 that was included in the contract liability balance at December 31, 2017 . Net contract liabilities consisted of the following: June 29, December 31, Contract liabilities - current $ 4,440 $ 2,907 Contract liabilities - noncurrent 2,617 2,287 Net contract liabilities $ 7,057 $ 5,194 |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 6 Months Ended |
Jun. 29, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements and financial instruments | Fair Value Measurements and Financial Instruments FASB ASC 820, “Fair Value Measurements and Disclosures" (“Topic 820”) defines fair value based on the price that would be received to sell an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. Market participants are defined as buyers or sellers in the principal or most advantageous market for the asset or liability that are independent of the reporting entity, knowledgeable and able and willing to transact for the asset or liability. Valuation Hierarchy --Topic 820 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value. The hierarchy prioritizes the inputs into three broad levels: Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. O. Fair Value Measurements and Financial Instruments (continued) Level 2 inputs are observable inputs other than prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated with observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. Our assets and liabilities measured at fair value on a recurring basis at June 29, 2019 were as follows: Fair Value Measurements at June 29, 2019 Using: Assets and Liabilities Recorded at Total Carrying Value at June 29, 2019 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Assets invested for self-insurance, classified as other assets, noncurrent $ 12,552 $ 12,552 $ — $ — Defined benefit pension plan assets 24 — 24 — Liabilities: Deferred compensation $ 2,563 $ — $ 2,563 $ — Our assets and liabilities measured at fair value on a recurring basis at December 31, 2018 were as follows: Fair Value Measurements at December 31, 2018 Using: Assets and Liabilities Recorded at Total Carrying Value at December 31, 2018 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Assets invested for self-insurance, classified as other assets, noncurrent $ 15,379 $ 15,379 $ — $ — Defined benefit pension plan assets 3,758 — 3,758 — Liabilities: Deferred compensation $ 2,459 $ — $ 2,459 $ — O. Fair Value Measurements and Financial Instruments (continued) The assets invested for self-insurance are money market funds--classified as Level 1--based on quoted market prices of the identical underlying securities in active markets. The estimated fair value of the deferred compensation--classified as Level 2--is based on the value of the Company's common shares, determined by independent valuation. Fair Value of Financial Instruments --The fair values of our current financial assets and current liabilities, including cash, accounts receivable, accounts payable, and accrued expenses, among others, approximate their reported carrying values because of their short-term nature. Financial instruments classified as noncurrent liabilities and their carrying values and fair values were as follows: June 29, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Revolving credit facility, noncurrent $ 79,500 $ 79,500 $ 93,500 $ 93,500 Senior unsecured notes, noncurrent 81,000 84,616 56,000 56,002 Term loans, noncurrent 6,387 6,744 6,662 6,868 Total $ 166,887 $ 170,860 $ 156,162 $ 156,370 The carrying value of our revolving credit facility approximates fair value--classified as Level 2--as the interest rates on the amounts outstanding are variable. The fair value of our senior unsecured notes and term loans--classified as Level 2--is determined based on expected weighted-average interest rates with the same remaining maturities. Market Risk-- In the normal course of business, we are exposed to market risk related to changes in foreign currency exchange rates, changes in interest rates and changes in fuel prices. We do not hold or issue derivative financial instruments for trading or speculative purposes. In prior years, we have used derivative financial instruments to manage risk, in part, associated with changes in interest rates and changes in fuel prices. Presently, we are not engaged in any hedging or derivative activities. |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended |
Jun. 29, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies [Text Block] | Commitments and Contingencies We are party to a number of lawsuits, threatened lawsuits and other claims arising out of the normal course of business. On a quarterly basis, we assess our liabilities and contingencies in connection with outstanding legal proceedings utilizing the latest information available. Where it is probable that we will incur a loss and the amount of the loss can be reasonably estimated, we record a liability in our consolidated financial statements. These legal accruals may be increased or decreased to reflect any relevant developments on a quarterly basis. Where a loss is not probable or the amount of the loss is not estimable, we do not accrue legal reserves, consistent with applicable accounting guidance. Based on information currently available to us, advice of counsel, and available insurance coverage, we believe that our established reserves are adequate and the liabilities arising from the legal proceedings will not have a material adverse effect on our consolidated financial condition. We note, however, that in light of the inherent uncertainty in legal proceedings there can be no assurance that the ultimate resolution of a matter will not exceed established reserves. As a result, the outcome of a particular matter or a combination of matters may be material to our results of operations for a particular period, depending upon the size of the loss or our income for that particular period. In November 2017, a suit was filed in Savannah, Georgia state court (“State Court”) against Davey Tree, its subsidiary, Wolf Tree, Inc. ("Wolf Tree"), a former Davey employee, two Wolf Tree employees, and a former Wolf Tree employee alleging various acts of negligence and seeking compensatory and punitive damages for wrongful death and assault P. Commitments and Contingencies (continued) and battery of the plaintiff’s husband, a Wolf Tree employee, who was shot and killed in August 2017. The case was mediated unsuccessfully in December 2018 and was set for trial on January 22, 2019. In July 2018, a related survival action was filed by the deceased’s estate against Davey Tree, its subsidiary, Wolf Tree, Inc., and four current and former employees in Savannah, Georgia, which arises out of the same allegations, seeks compensatory and punitive damages and also includes three Racketeer Influenced and Corrupt Organizations ("RICO") claims under Georgia law seeking compensatory damages, treble damages, and punitive damages. The 2018 case was removed to the United States District Court for the Southern District of Georgia, Savannah Division, on August 2, 2018 (“Federal Court”). The Company filed a motion to dismiss the RICO claims. Plaintiffs filed a motion to remand the case to state court, which the Company has opposed. The motions are pending. On December 6, 2018, a former Wolf Tree employee pled guilty to conspiracy to conceal, harbor, and shield illegal aliens. On December 21, 2018, the United States federal prosecutors filed a motion to stay both actions on the grounds that on December 13, 2018, an indictment was issued charging two former Wolf Tree employees and one other individual with various crimes, including conspiracy to murder the deceased. On December 17, 2018, the United States Attorney’s Office for the Southern District of Georgia informed the Company and Wolf Tree that they are also under investigation for potential violations of immigration and other laws relating to the subject matter of the ongoing criminal investigation referenced above. The Company and Wolf Tree are cooperating with the investigation. On December 28, 2018, the State Court granted the United States’ motion to stay but indicated that it would nonetheless consider certain pending matters, including: (1) Plaintiff and a co-defendant’s motions that Davey Tree be forced to produce privileged documents and testimony, which had been submitted to a Special Master for recommendation; and (2) the Defendants’ motions for summary judgment. On January 11, 2019, the Special Master issued his recommendation that both Plaintiff and the co-defendant’s motions to force Davey to disclose privileged information be denied. The State Court judge has not yet moved on the recommendation. On January 29, 2019, the State Court heard oral argument on Defendants’ motions for summary judgment, and the motions remain pending. On January 28, 2019, the Federal Court also granted the United States’ motion to stay. On January 29, 2019, the State Court ordered the parties to return to mediation, which occurred on April 17, 2019 but was unsuccessful in resolving the matters. In both cases, the Company has denied all liability and is vigorously defending the action. It also has retained separate counsel for some of the individual defendants, each of whom has denied all liability and also is vigorously defending the action. PG&E Bankruptcy Filing On January 29, 2019, Pacific Gas & Electric Company, and its parent company PG&E Corporation, our largest utility customer, filed voluntary bankruptcy petitions under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Northern District of California. PG&E accounted for approximately 12% of revenues during 2018, and 11% in 2017. As a utility company, PG&E serves residential and industrial customers in California and has an ongoing obligation to continue to serve its customers, and we continue to perform under our contracts with PG&E post-petition. As of the date of the bankruptcy filing, we had pre-petition accounts receivable of approximately $15,000 which we believe to be collectible. While uncertainty exists as to the outcome of the bankruptcy proceedings, we do not anticipate PG&E's bankruptcy to have a material impact on our future cash flows and results of operations. |
The Davey 401KSOP and Employee
The Davey 401KSOP and Employee Stock Ownership Plan (Notes) | 6 Months Ended |
Jun. 29, 2019 | |
The Davey 401KSOP and Employee Stock Ownership Plan [Abstract] | |
The Davey 401KSOP and Employee Stock Ownership Plan [Text Block] | The Davey 401KSOP and Employee Stock Ownership Plan On March 15, 1979, the Company consummated a plan, which transferred control of the Company to its employees. As a part of this plan, the Company initially sold 120,000 common shares (presently, 23,040,000 common shares adjusted for stock splits) to its Employee Stock Ownership Trust (“ESOT”) for $2,700 . The Employee Stock Ownership Plan (“ESOP”), in conjunction with the related ESOT, provided for the grant to certain employees of ownership rights in, but not possession of, the common shares held by the trustee of the ESOT. Annual allocations of shares have been made to individual accounts established for the benefit of the participants. Defined Contribution and Savings Plans-- Most employees are eligible to participate in The Davey 401KSOP and ESOP Plan. Effective January 1, 1997, the plan commenced operations and retained the existing ESOP participant accounts and incorporated a deferred savings plan (a “401(k) plan”) feature. Participants in the 401(k) plan are allowed to make before-tax contributions, within Internal Revenue Service established limits, through payroll deductions. Effective January 1, 2009 we match, in either cash or our common shares, 100% of the first one percent and 50% of the next three percent of each participant's before-tax contribution, limited to the first four percent of the employee’s compensation deferred each year. All nonbargaining domestic employees who attained age 21 and completed one year of service are eligible to participate. Our common shares are not listed or traded on an established public trading market, and market prices are, therefore, not available. Semiannually, an independent stock valuation firm determines the fair market value of our common shares based upon our performance and financial condition. The Davey 401KSOP and ESOP Plan includes a put option for shares of the Company’s common stock distributed from the plan. Shares are distributed from the Davey 401KSOP and ESOP Plan to former participants of the plan, their beneficiaries, donees or heirs (each, a “participant”). Since our common stock is not currently traded on an established securities market, if the owners of distributed shares desire to sell their shares, the Company is required to purchase the shares at fair value for two 60 -day periods after distribution of the shares from the Davey 401KSOP and ESOP. The fair value of distributed shares subject to the put option totaled $4,187 and $6,288 as of June 29, 2019 and December 31, 2018 , respectively. The fair value of the shares held in the Davey 401KSOP and ESOP totaled $115,515 and $112,761 as of June 29, 2019 and December 31, 2018 , respectively. Due to the Company’s obligation under the put option, the distributed shares subject to the put option and the shares held in the Davey 401KSOP and ESOP (collectively referred to as 401KSOP and ESOP related shares) are recorded at fair value, classified as temporary equity in the mezzanine section of the consolidated balance sheets and totaled $119,702 and $119,049 as of June 29, 2019 and December 31, 2018 , respectively. Changes in the fair value of the 401KSOP and ESOP Plan related shares are reflected in retained earnings while net share activity associated with 401KSOP and ESOP Plan related shares are first reflected in additional paid-in capital and then retained earnings if additional paid-in capital is insufficient. |
Basis of Financial Statement _2
Basis of Financial Statement Preparation (Policies) | 6 Months Ended |
Jun. 29, 2019 | |
Accounting Policies [Abstract] | |
Basis of financial statement preparation, policy [Policy Text Block] | The condensed consolidated financial statements present the financial position, results of operations and cash flows of The Davey Tree Expert Company and its subsidiaries. When we refer to “we,” “us,” “our,” “Davey,” or “Davey Tree”, we mean The Davey Tree Expert Company and its subsidiaries, unless otherwise expressly stated or the context indicates otherwise. We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), as codified in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), and with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The consolidated financial statements include all adjustments which, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal, recurring nature. All intercompany accounts and transactions have been eliminated. Certain information and disclosures required by U.S. GAAP for complete financial statements have been omitted in accordance with the rules and regulations of the SEC. We suggest that these condensed consolidated financial statements be read in conjunction with the financial statements included in our annual report on Form 10-K for the year ended December 31, 2018 (the “ 2018 Annual Report”). |
Use of estimates, policy [Policy Text Block] | Use of Estimates in Financial Statement Preparation --The preparation of financial statements in accordance with U.S. GAAP requires the use of estimates and assumptions that affect reported amounts. Our consolidated financial statements include amounts that are based on management’s best estimates and judgments. Estimates are used for, but not limited to, accounts receivable valuation, depreciable lives of fixed assets, self-insurance reserves, income taxes and revenue recognition. Actual results could differ from those estimates. |
Income tax, policy [Policy Text Block] | Our income tax provision for interim periods is determined using an estimate of our annual effective tax rate adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate and, if our estimated annual tax rate changes, we make a cumulative adjustment. |
Earnings per share, policy [Policy Text Block] | We calculate our basic earnings per share by dividing net income or net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share are calculated in a similar manner, but include the effect of dilutive securities. To the extent these securities are antidilutive, they are excluded from the calculation of earnings per share. |
Segment reporting, policy [Policy Text Block] | Measurement of Segment Profit and Loss and Segment Assets -- We evaluate performance and allocate resources based primarily on operating income and also actively manage business unit operating assets. Segment information, including reconciling adjustments, is presented consistent with the basis described in our 2018 Annual Report. |
Accounts Receivable, Net and _2
Accounts Receivable, Net and Supplemental Balance-Sheet Information (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Accounts Receivable, Net and Supplemental Balance-Sheet Information [Abstract] [Abstract] | |
Accounts receivable, net [Table Text Block] | Accounts receivable, net, consisted of the following: Accounts receivable, net June 29, December 31, Accounts receivable $ 165,105 $ 158,556 Receivables under contractual arrangements (1) 50,164 40,671 215,269 199,227 Less allowances for doubtful accounts 2,848 3,321 Accounts receivable, net $ 212,421 $ 195,906 |
Schedule of Other Current Assets [Table Text Block] | The following items comprise the amounts included in the balance sheets: Other current assets June 29, December 31, Refundable income taxes $ — $ 1,625 Prepaid expense 10,428 19,529 Other 1,098 932 Total $ 11,526 $ 22,086 |
Schedule of Other Assets, Noncurrent [Table Text Block] | Other assets, noncurrent June 29, December 31, Assets invested for self-insurance $ 12,552 $ 15,379 Investment--cost-method affiliate 1,218 1,218 Deferred income taxes 411 573 Other 5,835 4,599 Total $ 20,016 $ 21,769 |
Accrued expenses [Table Text Block] | Accrued expenses June 29, December 31, Employee compensation $ 18,966 $ 24,086 Accrued compensated absences 10,316 9,711 Self-insured medical claims 4,845 3,343 Income tax payable 3,881 31 Customer advances, deposits 1,258 1,322 Taxes, other than income 4,830 2,546 Other 3,221 3,022 Total $ 47,317 $ 44,061 |
Other current liabilities [Table Text Block] | Other current liabilities June 29, December 31, Notes payable $ 1,609 $ — Current portion of: Lease liability-operating leases 13,341 — Self-insurance reserves 27,237 27,434 Total $ 42,187 $ 27,434 |
Other Noncurrent Liabilities [Table Text Block] | Other noncurrent liabilities June 29, December 31, Pension and retirement plans $ 5,991 $ 6,138 Other 4,387 3,987 Total $ 10,378 $ 10,125 |
Business Combinations Business
Business Combinations Business Combinations (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table summarizes the preliminary purchase price allocation of the estimated fair values of the assets acquired and liabilities assumed: June 29, December 31, Detail of acquisitions: Assets acquired: Cash $ 3 $ — Receivables 41 1,311 Operating supplies 79 23 Prepaid expense 13 89 Equipment 830 4,079 Deposits and other — 7 Intangibles 2,135 4,895 Goodwill 1,379 2,840 Liabilities assumed (314 ) (2,381 ) Debt issued for purchases of businesses (1,133 ) (2,402 ) Cash paid $ 3,033 $ 8,461 |
Identified Intangible Assets _2
Identified Intangible Assets and Goodwill, Net (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of identified intangible assets and goodwill, net [Table Text Block] | The carrying amounts of the identified intangible assets and goodwill acquired were as follows: June 29, 2019 December 31, 2018 Carrying Amount Accumulated Amortization Carrying Amount Accumulated Amortization Amortized intangible assets: Customer lists/relationships $ 26,892 $ 19,073 $ 25,179 $ 18,251 Employment-related 8,184 7,144 8,133 6,954 Tradenames 7,118 5,608 6,858 5,435 Amortized intangible assets 42,194 $ 31,825 40,170 $ 30,640 Less accumulated amortization 31,825 30,640 Identified intangible assets, net 10,369 9,530 Goodwill 39,488 37,971 $ 49,857 $ 47,501 |
Schedule of Goodwill [Table Text Block] | The changes in the carrying amounts of goodwill, by segment, for the six months ended June 29, 2019 and June 30, 2018 follow: Balance at January 1, 2019 Acquisitions Translation and Other Adjustments Balance at June 29, 2019 Utility $ 4,911 $ — $ — $ 4,911 Residential and Commercial 33,060 1,379 138 34,577 Total $ 37,971 $ 1,379 $ 138 $ 39,488 Balance at January 1, 2018 Acquisitions Translation and Other Adjustments Balance at June 30, 2018 Utility $ 3,424 $ — $ — $ 3,424 Residential and Commercial 32,053 1,013 (327 ) 32,739 Total $ 35,477 $ 1,013 $ (327 ) $ 36,163 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The estimated future aggregate amortization expense of intangible assets, as of June 29, 2019 is as follows: Estimated Future Amortization Expense Year ending December 31, 2019 $ 1,254 2020 2,327 2021 1,885 2022 1,655 2023 1,500 Thereafter 1,748 $ 10,369 |
Long-Term Debt and Commitment_2
Long-Term Debt and Commitments Related to Letters of Credit (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt [Table Text Block] | Our long-term debt consisted of the following: June 29, December 31, Revolving credit facility: Swing-line borrowings $ 1,500 $ 2,500 LIBOR borrowings 78,000 91,000 79,500 93,500 Senior unsecured notes: 5.09% Senior unsecured notes 12,000 12,000 3.99% Senior unsecured notes 50,000 50,000 4.00% Senior unsecured notes 25,000 — 87,000 62,000 Term loans 10,194 23,176 176,694 178,676 Less debt issuance costs 513 599 Less current portion 9,807 22,514 $ 166,374 $ 155,563 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Leases [Abstract] | |
Schedule of assets and liabilities, leases [Table Text Block] | The following table summarizes the amounts recognized in our Condensed Consolidated Balance Sheet related to leases: Condensed Consolidated Balance Sheet Classification June 29, 2019 Assets Operating lease assets Right-of-use assets - operating leases $ 39,534 Finance lease assets Property and equipment, net 3,600 Total lease assets $ 43,134 Liabilities Current operating lease liabilities Other current liabilities $ 13,341 Non-current operating lease liabilities Lease liabilities - operating leases 25,825 Total operating lease liabilities 39,166 Current portion of finance lease liabilities Current portion of long-term debt and finance lease liabilities 1,312 Non-current finance lease liabilities Lease liabilities - finance leases 1,985 Total finance lease liabilities 3,297 Total lease liabilities $ 42,463 |
Income and expenses, lessee [Table Text Block] | The components of lease cost recognized within our Condensed Consolidated Statement of Operations were as follows: Three Months Ended Six Months Ended Condensed Consolidated Statement of Operations Classification June 29, 2019 June 29, 2019 Operating lease cost Operating expense $ 1,629 $ 3,067 Operating lease cost Selling expense 2,158 4,325 Operating lease cost General and administrative expense 202 403 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization 340 685 Interest expense on lease liabilities Interest expense 29 63 Other lease cost (1) Operating expense 1,011 1,730 Other lease cost (1) Selling expense 270 616 Other lease cost (1) General and administrative expense 1 3 Total lease cost $ 5,640 $ 10,892 (1) Other lease cost includes short-term lease costs and variable lease costs. |
Schedule of remaining weighted average lease term [Table Text Block] | The table below summarizes the weighted average remaining lease term as of June 29, 2019 . Operating leases 3.6 years Finance leases 2.8 years |
Schedule of lease weighted average discount rate [Table Text Block] | The table below summarizes the weighted average discount rate used to measure our lease liabilities as of June 29, 2019 . Operating leases 3.93 % Finance leases 3.42 % |
Supplemental cash flow information, leases [Table Text Block] | Supplemental Cash Flow Information Related to Leases Six Months Ended June 29, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (8,175 ) Operating cash flows from finance leases (63 ) Financing cash flows from finance leases (860 ) Right-of-use assets obtained in exchange for lease obligations: Operating leases 47,779 |
Finance and operating lease, liability, maturity [Table Text Block] | Maturity Analysis of Lease Liabilities As of June 29, 2019 Operating Leases Finance Remaining six months of 2019 $ 7,648 $ 508 2020 13,242 1,371 2021 9,778 1,206 2022 6,504 272 2023 2,855 82 Thereafter 1,731 — Total lease payments 41,758 3,439 Less interest 2,592 142 Total $ 39,166 $ 3,297 G. Leases (continued) December 31, 2018 Operating Leases 2019 $ 14,023 2020 11,272 2021 7,712 2022 5,129 2023 2,060 Thereafter 1,923 Total lease payments $ 42,119 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of stock-based compensation expense under all share-based payment plans [Table Text Block] | Stock-based compensation expense under all share-based payment plans -- our Employee Stock Purchase Plan, stock option plans, stock-settled stock appreciation rights ("SSARs") and restricted stock units ("RSUs") -- are included in the results of operations as follows: Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Compensation expense, all share-based payment plans $ 776 $ 769 $ 1,529 $ 1,793 |
Schedule of share-based compensation, stock-settled stock appreciation rights award activity [Table Text Block] | The following table summarizes our SSARs as of June 29, 2019 . Stock-Settled Stock Appreciation Rights Number Rights Weighted- Average Award Date Value Weighted- Life Unrecognized Cost Aggregate Value Unvested, January 1, 2019 380,982 $ 3.42 Granted — — Forfeited — — Vested (115,080 ) 3.31 Unvested, June 29, 2019 265,902 $ 3.47 1.9 years $ 734 $ 5,611 |
Schedule of share-based compensation, restricted stock units award activity [Table Text Block] | The following table summarizes PRSUs and RSUs as of June 29, 2019 . H. Stock-Based Compensation (continued) Restricted Stock Units Number Units Weighted- Average Grant Date Value Weighted- Average Remaining Contractual Life Unrecognized Cost Aggregate Intrinsic Value Unvested, January 1, 2019 247,838 $ 15.68 Granted 40,988 20.45 Forfeited — — Vested (60,474 ) 13.55 Unvested, June 29, 2019 228,352 $ 17.10 2.4 years $ 2,078 $ 4,818 Employee PRSUs 196,930 $ 16.79 2.5 years $ 1,666 $ 4,155 Nonemployee Director RSUs 31,422 $ 19.01 2.0 years $ 412 $ 663 |
Schedule of share-based payment award, stock options, valuation assumptions [Table Text Block] | The fair values of stock-based awards granted were estimated at the dates of grant with the following weighted-average assumption. Six Months Ended June 29, June 30, Volatility rate 9.9 % 10.1 % Risk-free interest rate 2.3 % 2.7 % Expected dividend yield .7 % .7 % Expected life of awards (years) 8.8 9.2 |
Schedule of share-based compensation, stock options activity [Table Text Block] | The following table summarizes activity under the stock option plans for the six months ended June 29, 2019 . Stock Options Number Outstanding Weighted- Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding, January 1, 2019 1,466,264 $ 13.94 Granted 151,145 21.10 Exercised (75,139 ) 10.43 Forfeited (4,200 ) 16.06 Outstanding, June 29, 2019 1,538,070 $ 14.81 5.9 years $ 9,674 Exercisable, June 29, 2019 1,039,125 $ 13.05 4.8 years $ 8,365 |
Net Periodic Benefit Expense _2
Net Periodic Benefit Expense - Defined Benefit Pension Plans (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |
Schedule of defined benefit pension plans, components of pension expense [Table Text Block] | The results of operations included the following net periodic benefit expense (income) recognized related to our defined-benefit pension plans. Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Components of pension expense (income) Service costs--increase in benefit obligation earned $ 30 $ 100 $ 75 $ 200 Interest cost on projected benefit obligation 61 179 136 359 Expected return on plan assets (14 ) (57 ) (37 ) (115 ) Settlement loss 1,677 — 1,677 — Amortization of net actuarial loss 31 182 75 364 Amortization of prior service cost 16 16 32 32 Net pension expense of defined benefit pension plans $ 1,801 $ 420 $ 1,958 $ 840 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Equity [Abstract] | |
Schedule of other comprehensive income (loss) [Table Text Block] | The following summarizes the components of other comprehensive income (loss) accumulated in shareholders’ equity for the three and six months ended June 29, 2019 and the three and six months ended June 30, 2018 : Three Months Ended June 29, 2019 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 30, 2019 $ (5,310 ) $ 829 $ (4,481 ) Other comprehensive income (loss) before reclassifications Unrealized gains $ 698 $ — $ 698 Amounts reclassified from accumulated other comprehensive income (loss) — (1,655 ) (1,655 ) Tax effect — 169 169 Net of tax amount 698 (1,486 ) (788 ) Balance at June 29, 2019 $ (4,612 ) $ (657 ) $ (5,269 ) Three Months Ended June 30, 2018 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 31, 2018 $ (4,137 ) $ (4,942 ) $ (9,079 ) Other comprehensive income (loss) before reclassifications Unrealized losses $ (747 ) $ — $ (747 ) Amounts reclassified from accumulated other comprehensive income (loss) — 198 198 Tax effect — (51 ) (51 ) Net of tax amount (747 ) 147 (600 ) Balance at June 30, 2018 $ (4,884 ) $ (4,795 ) $ (9,679 ) K. Accumulated Other Comprehensive Income (Loss) (continued) Six Months Ended June 29, 2019 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2019 $ (5,819 ) $ 785 $ (5,034 ) Other comprehensive income (loss) before reclassifications Unrealized gains $ 1,207 $ — $ 1,207 Amounts reclassified from accumulated other comprehensive income (loss) — (1,595 ) (1,595 ) Tax effect — 153 153 Net of tax amount 1,207 (1,442 ) (235 ) Balance at June 29, 2019 $ (4,612 ) $ (657 ) $ (5,269 ) Six Months Ended June 30, 2018 Foreign Currency Translation Adjustments Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2018 $ (3,305 ) $ (5,088 ) $ (8,393 ) Other comprehensive income (loss) before reclassifications Unrealized losses $ (1,579 ) $ — $ (1,579 ) Amounts reclassified from accumulated other comprehensive income (loss) — 396 396 Tax effect — (103 ) (103 ) Net of tax amount (1,579 ) 293 (1,286 ) Balance at June 30, 2018 $ (4,884 ) $ (4,795 ) $ (9,679 ) |
Per Share Amounts and Common _2
Per Share Amounts and Common Shares Outstanding (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Equity [Abstract] | |
Schedule of earnings per share, basic and diluted [Table Text Block] | The per share amounts were computed as follows: Three Months Ended Six Months Ended June 29, June 30, June 29, June 30, Income available to common shareholders: Net income $ 19,747 $ 21,714 $ 19,254 $ 15,087 Weighted-average shares: Basic: Outstanding 22,764 22,926 22,837 24,077 Partially-paid share subscriptions 151 195 302 362 Basic weighted-average shares 22,915 23,121 23,139 24,439 Diluted: Basic from above 22,915 23,121 23,139 24,439 Incremental shares from assumed: Exercise of stock subscription purchase rights 88 140 104 143 Exercise of stock options and awards 1,048 1,046 937 979 Diluted weighted-average shares 24,051 24,307 24,180 25,561 Net income per share: Basic $ .86 $ .94 $ .83 $ .62 Diluted $ .82 $ .89 $ .80 $ .59 |
Schedule of common and redeemable shares outstanding [Table Text Block] | A summary of the activity of the common and redeemable shares outstanding for the six months ended June 29, 2019 follows: Common Shares Net of Treasury Shares Redeemable Shares Total Shares outstanding at January 1, 2019 17,238,497 5,642,155 22,880,652 Shares purchased (433,296 ) (569,267 ) (1,002,563 ) Shares sold 235,591 223,675 459,266 Stock subscription offering -- cash purchases 270,607 — 270,607 Options and awards exercised 191,532 — 191,532 Shares outstanding at June 29, 2019 17,502,931 5,296,563 22,799,494 |
Operations by Business Segment
Operations by Business Segment (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information, by segment [Table Text Block] | Segment information reconciled to consolidated external reporting information follows: Utility Residential and Commercial All Other Reconciling Adjustments Consolidated Three Months Ended June 29, 2019 Revenues $ 151,192 $ 149,970 $ 272 $ — $ 301,434 Income (loss) from operations 9,995 26,598 (5,401 ) (910 ) (a) 30,282 Interest expense (2,428 ) (2,428 ) Interest income 93 93 Other income (expense), net (3,153 ) (3,153 ) Income before income taxes $ 24,794 Segment assets, total $ 235,687 $ 233,220 $ — $ 101,242 (b) $ 570,149 Three Months Ended June 30, 2018 Revenues $ 128,496 $ 141,465 $ 688 $ — $ 270,649 Income (loss) from operations 6,265 26,834 (2,764 ) (535 ) (a) 29,800 Interest expense (1,754 ) (1,754 ) Interest income 101 101 Other income (expense), net (1,052 ) (1,052 ) Income before income taxes $ 27,095 Segment assets, total $ 197,287 $ 222,638 $ — $ 73,329 (b) $ 493,254 Six Months Ended June 29, 2019 Revenues $ 291,661 $ 257,365 $ 297 $ — $ 549,323 Income (loss) from operations 15,875 27,105 (8,369 ) (1,363 ) (a) 33,248 Interest expense (4,579 ) (4,579 ) Interest income 176 176 Other income (expense), net (4,808 ) (4,808 ) Income before income taxes $ 24,037 Segment assets, total $ 235,687 $ 233,220 $ — $ 101,242 (b) $ 570,149 Six Months Ended June 30, 2018 Revenues $ 247,183 $ 230,810 $ 1,307 $ — $ 479,300 Income (loss) from operations 8,079 23,729 (6,556 ) (1,118 ) (a) 24,134 Interest expense (3,155 ) (3,155 ) Interest income 179 179 Other income (expense), net (2,714 ) (2,714 ) Income before income taxes $ 18,444 Segment assets, total $ 197,287 $ 222,638 $ — $ 73,329 (b) $ 493,254 M. Operations by Business Segment (continued) Reconciling adjustments from segment reporting to consolidated external financial reporting include unallocated corporate items: (a) Reclassification of depreciation expense and allocation of corporate expenses. (b) Corporate assets include cash, prepaid expenses, corporate facilities, enterprise-wide information systems and other nonoperating assets. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Revenue Recognition [Abstract] | |
Disaggregation of revenue [Table Text Block] | The following tables disaggregate our revenue for the three and six months ended June 29, 2019 and June 30, 2018 by major sources: Three Months Ended June 29, 2019 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 112,823 $ 86,450 $ 7 $ 199,280 Grounds maintenance — 45,657 — 45,657 Storm damage services 152 988 — 1,140 Consulting and other 38,217 16,875 265 55,357 Total revenues $ 151,192 $ 149,970 $ 272 $ 301,434 Geography: United States $ 140,701 $ 139,437 $ 272 $ 280,410 Canada 10,491 10,533 — 21,024 Total revenues $ 151,192 $ 149,970 $ 272 $ 301,434 N. Revenue Recognition (continued) Three Months Ended June 30, 2018 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 97,118 $ 86,540 $ (26 ) $ 183,632 Grounds maintenance — 37,786 — 37,786 Storm damage services 621 911 — 1,532 Consulting and other 30,757 16,228 714 47,699 Total revenues $ 128,496 $ 141,465 $ 688 $ 270,649 Geography: United States $ 118,661 $ 129,905 $ 688 $ 249,254 Canada 9,835 11,560 — 21,395 Total revenues $ 128,496 $ 141,465 $ 688 $ 270,649 Six Months Ended June 29, 2019 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 216,209 $ 146,877 $ (4 ) $ 363,082 Grounds maintenance — 73,599 — 73,599 Storm damage services 1,224 2,613 — 3,837 Consulting and other 74,228 34,276 301 108,805 Total revenues $ 291,661 $ 257,365 $ 297 $ 549,323 Geography: United States $ 270,583 $ 240,436 $ 297 $ 511,316 Canada 21,078 16,929 — 38,007 Total revenues $ 291,661 $ 257,365 $ 297 $ 549,323 N. Revenue Recognition (continued) Six Months Ended June 30, 2018 Utility Residential and Commercial All Other Consolidated Type of service: Tree and plant care $ 183,435 $ 142,937 $ (12 ) $ 326,360 Grounds maintenance — 60,588 — 60,588 Storm damage services 3,834 1,810 — 5,644 Consulting and other 59,914 25,475 1,319 86,708 Total revenues $ 247,183 $ 230,810 $ 1,307 $ 479,300 Geography: United States $ 229,114 $ 212,383 $ 1,307 $ 442,804 Canada 18,069 18,427 — 36,496 Total revenues $ 247,183 $ 230,810 $ 1,307 $ 479,300 |
Contract with customer, asset and liability [Table Text Block] | Net contract liabilities consisted of the following: June 29, December 31, Contract liabilities - current $ 4,440 $ 2,907 Contract liabilities - noncurrent 2,617 2,287 Net contract liabilities $ 7,057 $ 5,194 |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on a recurring basis [Table Text Block] | Our assets and liabilities measured at fair value on a recurring basis at June 29, 2019 were as follows: Fair Value Measurements at June 29, 2019 Using: Assets and Liabilities Recorded at Total Carrying Value at June 29, 2019 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Assets invested for self-insurance, classified as other assets, noncurrent $ 12,552 $ 12,552 $ — $ — Defined benefit pension plan assets 24 — 24 — Liabilities: Deferred compensation $ 2,563 $ — $ 2,563 $ — Our assets and liabilities measured at fair value on a recurring basis at December 31, 2018 were as follows: Fair Value Measurements at December 31, 2018 Using: Assets and Liabilities Recorded at Total Carrying Value at December 31, 2018 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Assets invested for self-insurance, classified as other assets, noncurrent $ 15,379 $ 15,379 $ — $ — Defined benefit pension plan assets 3,758 — 3,758 — Liabilities: Deferred compensation $ 2,459 $ — $ 2,459 $ — |
Financial instruments recorded at historical carrying value [Table Text Block] | Financial instruments classified as noncurrent liabilities and their carrying values and fair values were as follows: June 29, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Revolving credit facility, noncurrent $ 79,500 $ 79,500 $ 93,500 $ 93,500 Senior unsecured notes, noncurrent 81,000 84,616 56,000 56,002 Term loans, noncurrent 6,387 6,744 6,662 6,868 Total $ 166,887 $ 170,860 $ 156,162 $ 156,370 |
Basis of Financial Statement _3
Basis of Financial Statement Preparation New accounting pronouncements (Details) - Accounting Standards Update 2016-02 [Member] $ in Thousands | Jun. 29, 2019USD ($) |
Other Noncurrent Assets [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 37,429 |
Other Noncurrent Liabilities [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 37,429 |
Accounts Receivable, Net and _3
Accounts Receivable, Net and Supplemental Balance-Sheet Information (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Accounts receivable, net | ||
Accounts receivable | $ 165,105 | $ 158,556 |
Receivables under contractual arrangements (1) | 50,164 | 40,671 |
Accounts receivable, gross | 215,269 | 199,227 |
Less allowances for doubtful accounts | 2,848 | 3,321 |
Accounts receivable, net | 212,421 | 195,906 |
Other current assets | ||
Refundable income taxes | 0 | 1,625 |
Prepaid expense | 10,428 | 19,529 |
Other | 1,098 | 932 |
Total | 11,526 | 22,086 |
Other Assets, Noncurrent [Abstract] | ||
Assets invested for self-insurance | 12,552 | 15,379 |
Investment--cost-method affiliate | 1,218 | 1,218 |
Deferred income taxes | 411 | 573 |
Other | 5,835 | 4,599 |
Total | 20,016 | 21,769 |
Accrued expenses | ||
Employee compensation | 18,966 | 24,086 |
Accrued compensated absences | 10,316 | 9,711 |
Self-insured medical claims | 4,845 | 3,343 |
Income tax payable | 3,881 | 31 |
Customer advances, deposits | 1,258 | 1,322 |
Taxes, other than income | 4,830 | 2,546 |
Other | 3,221 | 3,022 |
Total | 47,317 | 44,061 |
Other current liabilities | ||
Notes payable | 1,609 | 0 |
Current operating lease liabilities | 13,341 | 0 |
Current portion of long-term debt | 9,807 | 22,514 |
Self-insurance reserves | 27,237 | 27,434 |
Total | 42,187 | 27,434 |
Other noncurrent liabilities | ||
Pension and retirement plans | 5,991 | 6,138 |
Other | 4,387 | 3,987 |
Total | $ 10,378 | $ 10,125 |
Business Combinations (Details)
Business Combinations (Details) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Aug. 06, 2019USD ($) | Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Investment in businesses | $ 4,480 | $ 3,534 | ||
Liabilities assumed | 314 | $ 2,381 | ||
Debt issued for purchases of businesses | 1,133 | 990 | 2,402 | |
Payments to Acquire Businesses, Gross | 3,033 | 8,461 | ||
Cash | 3 | 0 | ||
Receivables | 41 | 1,311 | ||
Operating supplies | 79 | 23 | ||
Prepaid expense | 13 | 89 | ||
Equipment | 830 | 4,079 | ||
Deposits and other | 0 | 7 | ||
Intangibles | 2,135 | 4,895 | ||
Goodwill | $ 1,379 | $ 1,013 | $ 2,840 | |
Subsequent event [Member] | ||||
Investment in businesses | $ 932 | |||
Liabilities assumed | 0 | |||
Debt issued for purchases of businesses | $ 157 | |||
Number of Businesses Acquired | 2 | |||
Customer lists [Member] | ||||
Finite-Lived Intangible Asset, Useful Life | 6 years | |||
Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years |
Identified Intangible Assets _3
Identified Intangible Assets and Goodwill, Net (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||||
Identified intangible assets, gross | $ 42,194 | $ 40,170 | ||
Accumulated amortization | 31,825 | 30,640 | ||
Identified intangible assets, net | 10,369 | 9,530 | ||
Goodwill | 39,488 | 37,971 | $ 36,163 | $ 35,477 |
Identified intangible assets and goodwill, net | 49,857 | 47,501 | ||
Customer lists/relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Identified intangible assets, gross | 26,892 | 25,179 | ||
Accumulated amortization | 19,073 | 18,251 | ||
Employment-related [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Identified intangible assets, gross | 8,184 | 8,133 | ||
Accumulated amortization | 7,144 | 6,954 | ||
Tradenames [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Identified intangible assets, gross | 7,118 | 6,858 | ||
Accumulated amortization | $ 5,608 | $ 5,435 |
Identified Intangible Assets _4
Identified Intangible Assets and Goodwill, Net Schedule of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Goodwill [Line Items] | |||
Goodwill | $ 37,971 | $ 35,477 | $ 35,477 |
Goodwill, acquisitions | 1,379 | 1,013 | 2,840 |
Goodwill, translation and other adjustments | 138 | (327) | |
Goodwill | 39,488 | 36,163 | 37,971 |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 1,254 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 2,327 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 1,885 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 1,655 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 1,500 | ||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 1,748 | ||
Intangible Assets, Net (Excluding Goodwill) | 10,369 | ||
Utility [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 4,911 | 3,424 | 3,424 |
Goodwill, acquisitions | 0 | 0 | |
Goodwill, translation and other adjustments | 0 | 0 | |
Goodwill | 4,911 | 3,424 | 4,911 |
Residential commercial [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 33,060 | 32,053 | 32,053 |
Goodwill, acquisitions | 1,379 | 1,013 | |
Goodwill, translation and other adjustments | 138 | (327) | |
Goodwill | $ 34,577 | $ 32,739 | $ 33,060 |
Long-Term Debt and Commitment_3
Long-Term Debt and Commitments Related to Letters of Credit Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Revolving credit facility, noncurrent | $ 79,500 | $ 93,500 |
Term loans | 10,194 | 23,176 |
Long-term debt | 176,694 | 178,676 |
Less debt issuance costs | 513 | 599 |
Less current portion | 9,807 | 22,514 |
Long-term debt, excluding current maturities | 166,374 | 155,563 |
Swing-line borrowings [Member] | ||
Revolving credit facility, noncurrent | 1,500 | 2,500 |
London Interbank Offered Rate (LIBOR) [Member] | ||
Revolving credit facility, noncurrent | 78,000 | 91,000 |
Unsecured debt [Member] | ||
Senior unsecured notes | 87,000 | 62,000 |
5.09% Senior unsecured notes [Member] | ||
Senior unsecured notes | 12,000 | 12,000 |
3.99% Senior unsecured notes [Member] | ||
Senior unsecured notes | 50,000 | 50,000 |
4.00% Senior unsecured notes [Member] | ||
Senior unsecured notes | $ 25,000 | $ 0 |
Long-Term Debt and Commitment_4
Long-Term Debt and Commitments Related to Letters of Credit (Narrative) (Details) $ in Thousands | 6 Months Ended | ||
Jun. 29, 2019USD ($) | Dec. 31, 2018USD ($) | May 07, 2017USD ($) | |
Debt Instrument [Line Items] | |||
Revolving credit facility, current borrowing capacity | $ 250,000 | ||
Revolving credit facility, maximum borrowing capacity | 325,000 | ||
Unused commitments under credit facility | 167,712 | ||
Revolving credit facility borrowings | $ 79,500 | $ 93,500 | |
Number of principal payments | 5 | ||
Long-term debt, maturities, repayments of principal in next twelve months | $ 8,414 | ||
Long-term debt, maturities, repayments of principal in year two | 7,990 | ||
Long-term debt, maturities, repayments of principal in year three | 5,523 | ||
Long-term debt, maturities, repayments of principal in year four | 79,755 | ||
Long-term debt, maturities, repayments of principal in year five | 12 | ||
Long-term debt, maturities, repayments of principal after year five | $ 75,000 | ||
Anniversary when principal payments begin | 6 | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.10% | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.225% | ||
Swing-line borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, current borrowing capacity | $ 25,000 | ||
Revolving credit facility borrowings | $ 1,500 | 2,500 | |
Revolving credit facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Interest coverage ratio | 3 | ||
Revolving credit facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Ratio of Indebtedness to Net Capital | 3 | ||
5.09% Senior unsecured notes [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.09% | ||
Debt Instrument, Face Amount | $ 30,000 | ||
3.99% Senior unsecured notes [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 3.99% | ||
Unsecured debt maximum borrowing capacity allowed by credit facility | $ 75,000 | ||
Unsecured debt additional shelf note capacity | 50,000 | ||
Debt Instrument, Face Amount | 50,000 | ||
Unsecured debt additional shelf note capacity allowed by credit facility | $ 25,000 | ||
4.00% Senior unsecured notes [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 4.00% | ||
Unsecured debt additional shelf note capacity | $ 25,000 | ||
Accounts receivable securitization [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 0.90% | ||
Unused commitment fee threshold percent | 0.50 | ||
Debt instrument variable rate base rate calculation, default rate | 2.00% | ||
Accounts receivable securitization [Member] | Base Rate, Federal Funds [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings interest rate margin adjustment, range | 0.50% | ||
Line of credit [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility borrowings | $ 82,288 | ||
Line of credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings interest rate margin adjustment, range | 1.50% | ||
Line of credit [Member] | Base Rate, Federal Funds [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings interest rate margin adjustment, range | 0.50% | ||
Line of credit [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings interest rate margin adjustment, range | 0.875% | ||
Line of credit [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings interest rate margin adjustment, range | 1.50% | ||
Letter of credit [Member] | |||
Debt Instrument [Line Items] | |||
Letters of credit issued | $ 72,236 | 72,565 | |
Letter of credit [Member] | Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Letters of credit issued | 2,788 | 3,123 | |
Letter of credit [Member] | Accounts receivable securitization [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, maximum borrowing capacity | $ 100,000 | ||
Letters of credit issued | $ 67,438 | 67,438 | |
Debt instrument, term | 1 year | ||
Letter of credit [Member] | Accounts receivable securitization [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.35% | ||
Letter of credit [Member] | Accounts receivable securitization [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.45% | ||
Letter of credit [Member] | Line of credit [Member] | |||
Debt Instrument [Line Items] | |||
Letters of credit issued | $ 2,010 | $ 2,004 | |
Letter of credit [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, maximum borrowing capacity | $ 100,000 |
Leases Assets and liabilities (
Leases Assets and liabilities (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Assets and Liabilities, Lessee [Abstract] | ||
Operating lease assets | $ 39,534 | $ 0 |
Finance lease assets | 3,600 | |
Total lease assets | 43,134 | |
Current operating lease liabilities | 13,341 | 0 |
Non-current operating lease liabilities | 25,825 | 0 |
Total operating lease liabilities | 39,166 | |
Current portion of finance lease liabilities | (1,312) | |
Non-current finance lease liabilities | 1,985 | $ 2,862 |
Total finance lease liabilities | 3,297 | |
Total lease liabilities | $ 42,463 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 29, 2019 | Jun. 29, 2019 | |
Income and expenses, lessee [Line Items] | ||
Finance lease cost, amortization of right-of-use asset | $ 340 | $ 685 |
Finance lease cost, interest expense on lease liabilities | 29 | 63 |
Total lease cost | 5,640 | 10,892 |
Operating expense [Member] | ||
Income and expenses, lessee [Line Items] | ||
Operating lease cost | 1,629 | 3,067 |
Other lease cost | 1,011 | 1,730 |
Selling and marketing expense [Member] | ||
Income and expenses, lessee [Line Items] | ||
Operating lease cost | 2,158 | 4,325 |
Other lease cost | 270 | 616 |
General and administrative expense [Member] | ||
Income and expenses, lessee [Line Items] | ||
Operating lease cost | 202 | 403 |
Other lease cost | $ 1 | $ 3 |
Leases Remaining lease term (De
Leases Remaining lease term (Details) | Jun. 29, 2019 |
Leases [Abstract] | |
Operating leases, weighted average remaining lease term | 3 years 7 months 6 days |
Finance lease, weighted average remaining lease term | 2 years 9 months 7 days |
Leases Leases weighted average
Leases Leases weighted average discount rate (Details) | Jun. 29, 2019 |
Leases [Abstract] | |
Operating lease, weighted average discount rate, percent | 3.93% |
Finance lease, weighted average discount rate, percent | 3.42% |
Leases Supplemental cash flow i
Leases Supplemental cash flow information realted to leases (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | |
Cash Flow, Operating Activities, Lessee [Abstract] | ||
Operating cash flows from operating leases | $ (8,175) | |
Operating cash flows from finance leases | (63) | |
Cash Flow, Financing Activities, Lessee [Abstract] | ||
Financing cash flows from finance leases | (860) | $ (577) |
Lease, Cost [Abstract] | ||
Right-of-use asset obtained in exchange for lease obligations, operating leases | $ 47,779 |
Leases Maturity (Details)
Leases Maturity (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Remaining six months of 2019 | $ 7,648 | |
2020 | 13,242 | |
2021 | 9,778 | |
2022 | 6,504 | |
2023 | 2,855 | |
Thereafter | 1,731 | |
Total lease payments | 41,758 | |
Less interest | 2,592 | |
Total | 39,166 | |
Remaining six months of 2019 | 508 | |
2020 | 1,371 | |
2021 | 1,206 | |
2022 | 272 | |
2023 | 82 | |
Thereafter | 0 | |
Total lease payments | 3,439 | |
Less interest | 142 | |
Total | $ 3,297 | |
2019 | $ 14,023 | |
2020 | 11,272 | |
2021 | 7,712 | |
2022 | 5,129 | |
2023 | 2,060 | |
Thereafter | 1,923 | |
Total lease payments | $ 42,119 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, percentage of outstanding stock maximum | 5.00% | |||
Share-based compensation arrangement by share-based payment award, percentage of outstanding and available for grant, maximum | 10.00% | |||
Compensation expense, share-based payment plans | $ 776 | $ 769 | $ 1,529 | $ 1,793 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||||
Volatility rate | 9.90% | 10.10% | ||
Risk-free interest rate | 2.30% | 2.70% | ||
Expected dividend yield | 0.70% | 0.70% | ||
Expected life of awards (years) | 8 years 9 months 18 days | 9 years 2 months 12 days | ||
Stock option plans [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense, share-based payment plans | $ 315 | $ 346 | ||
Stock options awarded, term (years) | 10 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance | 1,466,264 | |||
Granted | 151,145 | |||
Exercised | (75,139) | |||
Forfeited | (4,200) | |||
Outstanding, ending balance | 1,538,070 | 1,538,070 | ||
Exercisable, ending balance | 1,039,125 | 1,039,125 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Outstanding, weighted average exercise price, beginning balance | $ 13.94 | |||
Granted, weighted average exercise price | 21.1 | |||
Exercised, weighted average exercise price | 10.43 | |||
Forfeited, weighted average exercise price | 16.06 | |||
Outstanding, weighted average exercise price, ending balance | $ 14.81 | 14.81 | ||
Exercisable, weighted average exercise price, ending balance | $ 13.05 | $ 13.05 | ||
Outstanding, weighted average remaining contractual life (years) | 5 years 11 months 9 days | |||
Exercisable, weighted average remaining contractual life (years) | 4 years 9 months 4 days | |||
Outstanding, aggregate intrinsic value | $ 9,674 | $ 9,674 | ||
Exercisable, aggregate intrinsic value | 8,365 | 8,365 | ||
Outstanding, unrecognized compensation cost | $ 1,662 | $ 1,662 | ||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, period for recognition | 2 years 3 months 4 days | |||
Stock-settled stock appreciation rights (SSARs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense, share-based payment plans | $ 190 | 290 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ||||
Unvested, beginning balance | 380,982 | |||
Granted | 0 | |||
Forfeited | 0 | |||
Vested | (115,080) | |||
Unvested, ending balance | 265,902 | 265,902 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||||
Unvested, weighted average award date value, beginning balance | $ 3.42 | |||
Granted, weighted average award date value | 0 | |||
Forfeited, weighted average award date value | 0 | |||
Vested, weighted average award date value | 3.31 | |||
Unvested, weighted average award date value, ending balance | $ 3.47 | $ 3.47 | ||
Weighted average remaining contractual life (years) | 1 year 11 months 5 days | |||
Unrecognized compensation cost | $ 734 | $ 734 | ||
Aggregate intrinsic value | $ 5,611 | $ 5,611 | ||
Nonemployee director SSARs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ||||
Granted | 11,942 | |||
Restricted stock units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense, share-based payment plans | $ 488 | 669 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ||||
Unvested, beginning balance | 247,838 | |||
Granted | 40,988 | |||
Forfeited | 0 | |||
Vested | (60,474) | |||
Unvested, ending balance | 228,352 | 228,352 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||||
Unvested, weighted average award date value, beginning balance | $ 15.68 | |||
Granted, weighted average award date value | 20.45 | |||
Forfeited, weighted average award date value | 0 | |||
Vested, weighted average award date value | 13.55 | |||
Unvested, weighted average award date value, ending balance | $ 17.10 | $ 17.10 | ||
Weighted average remaining contractual life (years) | 2 years 4 months 21 days | |||
Unrecognized compensation cost | $ 2,078 | $ 2,078 | ||
Aggregate intrinsic value | $ 4,818 | $ 4,818 | ||
Employee PRSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ||||
Granted | 29,046 | |||
Unvested, ending balance | 196,930 | 196,930 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||||
Unvested, weighted average award date value, ending balance | $ 16.79 | $ 16.79 | ||
Weighted average remaining contractual life (years) | 2 years 6 months | |||
Unrecognized compensation cost | $ 1,666 | $ 1,666 | ||
Aggregate intrinsic value | $ 4,155 | $ 4,155 | ||
Nonemployee Director RSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | ||||
Unvested, ending balance | 31,422 | 31,422 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||||
Unvested, weighted average award date value, ending balance | $ 19.01 | $ 19.01 | ||
Weighted average remaining contractual life (years) | 2 years | |||
Unrecognized compensation cost | $ 412 | $ 412 | ||
Aggregate intrinsic value | $ 663 | 663 | ||
The Davey Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense, share-based payment plans | $ 536 | $ 488 | ||
Employee stock purchase plan, service period | 1 year | |||
Employee stock purchase plan, percentage of market price, purchase date | 85.00% | |||
Employee stock purchase plan, discount from market price, purchase date | 15.00% |
Net Periodic Benefit Expense _3
Net Periodic Benefit Expense - Defined Benefit Pension Plans (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan, number of employees settled | 231 | |||
Pension plans, defined benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service costs--increase in benefit obligation earned | $ 30 | $ 100 | $ 75 | $ 200 |
Interest cost on projected benefit obligation | 61 | 179 | 136 | 359 |
Expected return on plan assets | (14) | (57) | (37) | (115) |
Settlement loss | 1,677 | 0 | 1,677 | 0 |
Amortization of net actuarial loss | 31 | 182 | 75 | 364 |
Amortization of prior service cost | 16 | 16 | 32 | 32 |
Net pension expense of defined benefit pension plans | $ 1,801 | $ 420 | $ 1,958 | $ 840 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 20.40% | 19.90% | 19.90% | 18.20% | |
Unrecognized tax benefits | $ 1,332 | $ 1,332 | $ 1,325 | ||
Unrecognized tax benefits that would impact effective tax rate | 606 | 606 | 599 | ||
Unrecognized tax benefits, interest on income taxes accrued | $ 40 | $ 40 | $ 35 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning balance | $ (4,481) | $ (9,079) | $ (5,034) | $ (8,393) |
Unrealized gains (losses) | 698 | (747) | 1,207 | (1,579) |
Amounts reclassified from accumulated other comprehensive income (loss) | (1,655) | 198 | (1,595) | 396 |
Tax effect | 169 | (51) | 153 | (103) |
Net of tax amount | (788) | (600) | (235) | (1,286) |
Ending balance | (5,269) | (9,679) | (5,269) | (9,679) |
Foreign currency translation adjustments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning balance | (5,310) | (4,137) | (5,819) | (3,305) |
Unrealized gains (losses) | 698 | (747) | 1,207 | (1,579) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Tax effect | 0 | 0 | 0 | 0 |
Net of tax amount | 698 | (747) | 1,207 | (1,579) |
Ending balance | (4,612) | (4,884) | (4,612) | (4,884) |
Defined benefit pension plans [member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning balance | 829 | (4,942) | 785 | (5,088) |
Unrealized gains (losses) | 0 | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income (loss) | (1,655) | 198 | (1,595) | 396 |
Tax effect | 169 | (51) | 153 | (103) |
Net of tax amount | (1,486) | 147 | (1,442) | 293 |
Ending balance | $ (657) | $ (4,795) | $ (657) | $ (4,795) |
Per Share Amounts and Common _3
Per Share Amounts and Common Shares Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Equity [Abstract] | ||||
Net income | $ 19,747 | $ 21,714 | $ 19,254 | $ 15,087 |
Weighted-average shares outstanding, basic | 22,764,000 | 22,926,000 | 22,837,000 | 24,077,000 |
Weighted-average shares, partially-paid share subscriptions | 151,000 | 195,000 | 302,000 | 362,000 |
Basic weighted average shares | 22,915,000 | 23,121,000 | 23,139,000 | 24,439,000 |
Incremental shares from assumed exercise of stock subscription purchase rights | 88,000 | 140,000 | 104,000 | 143,000 |
Incremental shares from assumed exercise of stock options and awards | 1,048,000 | 1,046,000 | 937,000 | 979,000 |
Diluted weighted-average shares | 24,051,000 | 24,307,000 | 24,180,000 | 25,561,000 |
Net income per share basic | $ 0.86 | $ 0.94 | $ 0.83 | $ 0.62 |
Net income per share diluted | $ 0.82 | $ 0.89 | $ 0.80 | $ 0.59 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares outstanding at January 1, 2019 | 22,880,652 | |||
Shares purchased | (1,002,563) | |||
Shares sold | 459,266 | |||
Stock subscription offering -- cash purchases | 270,607 | |||
Options and awards exercised | 191,532 | |||
Shares outstanding at June 29, 2019 | 22,799,494 | 22,799,494 | ||
Common stock, shares subscribed but unissued | 603,832 | 603,832 | ||
Common shares, net of treasury shares [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares outstanding at January 1, 2019 | 17,238,497 | |||
Shares purchased | (433,296) | |||
Shares sold | 235,591 | |||
Stock subscription offering -- cash purchases | 270,607 | |||
Options and awards exercised | 191,532 | |||
Shares outstanding at June 29, 2019 | 17,502,931 | 17,502,931 | ||
Redeemable shares [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares outstanding at January 1, 2019 | 5,642,155 | |||
Shares purchased | (569,267) | |||
Shares sold | 223,675 | |||
Stock subscription offering -- cash purchases | 0 | |||
Options and awards exercised | 0 | |||
Shares outstanding at June 29, 2019 | 5,296,563 | 5,296,563 | ||
Stock option plans [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Employee options exercisable | 1,039,125 | 1,039,125 |
Per Share Amounts and Common _4
Per Share Amounts and Common Shares Outstanding Stock subscription (Details) | 6 Months Ended |
Jun. 29, 2019USD ($)$ / sharesshares | |
Equity [Abstract] | |
Stock subscription offering, subscription price | $ / shares | $ 9.85 |
Stock subscription offering, number of shares subscribed | shares | 1,275,428 |
stock subscription offering, value of shares subscribed | $ | $ 12,563,000 |
Stock subscription offering, minimum financed amount | $ | $ 5,000 |
Stock subscription offering, down payment | 10.00% |
Stock subscription offering, term (in years) | 7 years |
Stock subscription offering, interest rate | 2.00% |
Stock subscription offering, minimum amount to receive right | $ | $ 5,000 |
Stock subscription offering, number of shares purchased to receive one right | shares | 3 |
Stock subscription offering, number of rights issued | shares | 423,600 |
Stock subscription offering, portion exercisable per year | 14.29% |
Stock subscription offering, right expiration term (in years) | 7 years |
Operations by Business Segmen_2
Operations by Business Segment (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | ||
Segment Reporting Information [Line Items] | ||||||
Number of reportable segments | 2 | |||||
Revenues | $ 301,434 | $ 270,649 | $ 549,323 | $ 479,300 | ||
Income (loss) from operations | 30,282 | 29,800 | 33,248 | 24,134 | ||
Interest expense | (2,428) | (1,754) | (4,579) | (3,155) | ||
Interest income | 93 | 101 | 176 | 179 | ||
Other income (expense), net | (3,153) | (1,052) | (4,808) | (2,714) | ||
Income before income taxes | 24,794 | 27,095 | 24,037 | 18,444 | ||
Segment assets, total | 570,149 | 493,254 | 570,149 | 493,254 | $ 526,623 | |
Utility [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 151,192 | 128,496 | 291,661 | 247,183 | ||
Income (loss) from operations | 9,995 | 6,265 | 15,875 | 8,079 | ||
Segment assets, total | 235,687 | 197,287 | 235,687 | 197,287 | ||
Residential commercial [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 149,970 | 141,465 | 257,365 | 230,810 | ||
Income (loss) from operations | 26,598 | 26,834 | 27,105 | 23,729 | ||
Segment assets, total | 233,220 | 222,638 | 233,220 | 222,638 | ||
All other [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 272 | 688 | 297 | 1,307 | ||
Income (loss) from operations | (5,401) | (2,764) | (8,369) | (6,556) | ||
Segment assets, total | 0 | 0 | 0 | 0 | ||
Reconciling adjustments [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 0 | 0 | 0 | 0 | ||
Income (loss) from operations | [1] | (910) | (535) | (1,363) | (1,118) | |
Interest expense | (2,428) | (1,754) | (4,579) | (3,155) | ||
Interest income | 93 | 101 | 176 | 179 | ||
Other income (expense), net | (3,153) | (1,052) | (4,808) | (2,714) | ||
Segment assets, total | [2] | $ 101,242 | $ 73,329 | $ 101,242 | $ 73,329 | |
[1] | (a)Reclassification of depreciation expense and allocation of corporate expenses | |||||
[2] | (b)Corporate assets include cash, prepaid expenses, corporate facilities, enterprise-wide information systems and other nonoperating assets. |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | $ 301,434 | $ 270,649 | $ 549,323 | $ 479,300 |
United States | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 280,410 | 249,254 | 511,316 | 442,804 |
Canada | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 21,024 | 21,395 | 38,007 | 36,496 |
Tree and plant care [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 199,280 | 183,632 | 363,082 | 326,360 |
Grounds maintenance [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 45,657 | 37,786 | 73,599 | 60,588 |
Storm damage services [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 1,140 | 1,532 | 3,837 | 5,644 |
Consulting and other [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 55,357 | 47,699 | 108,805 | 86,708 |
Utility [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 151,192 | 128,496 | 291,661 | 247,183 |
Utility [Member] | United States | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 140,701 | 118,661 | 270,583 | 229,114 |
Utility [Member] | Canada | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 10,491 | 9,835 | 21,078 | 18,069 |
Utility [Member] | Tree and plant care [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 112,823 | 97,118 | 216,209 | 183,435 |
Utility [Member] | Grounds maintenance [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | 0 | 0 |
Utility [Member] | Storm damage services [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 152 | 621 | 1,224 | 3,834 |
Utility [Member] | Consulting and other [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 38,217 | 30,757 | 74,228 | 59,914 |
Residential commercial [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 149,970 | 141,465 | 257,365 | 230,810 |
Residential commercial [Member] | United States | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 139,437 | 129,905 | 240,436 | 212,383 |
Residential commercial [Member] | Canada | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 10,533 | 11,560 | 16,929 | 18,427 |
Residential commercial [Member] | Tree and plant care [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 86,450 | 86,540 | 146,877 | 142,937 |
Residential commercial [Member] | Grounds maintenance [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 45,657 | 37,786 | 73,599 | 60,588 |
Residential commercial [Member] | Storm damage services [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 988 | 911 | 2,613 | 1,810 |
Residential commercial [Member] | Consulting and other [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 16,875 | 16,228 | 34,276 | 25,475 |
All other [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 272 | 688 | 297 | 1,307 |
All other [Member] | United States | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 272 | 688 | 297 | 1,307 |
All other [Member] | Canada | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | 0 | 0 |
All other [Member] | Tree and plant care [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 7 | (26) | (4) | (12) |
All other [Member] | Grounds maintenance [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | 0 | 0 |
All other [Member] | Storm damage services [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | 0 | 0 |
All other [Member] | Consulting and other [Member] | ||||
Disaggregation of revenue [Line Items] | ||||
Revenue from contract with customer | $ 265 | $ 714 | $ 301 | $ 1,319 |
Revenue Recognition Contract wi
Revenue Recognition Contract with customer, asset and liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Revenue Recognition [Abstract] | |||||
Liability recognized in revenue | $ 594 | $ 654 | $ 1,674 | $ 1,222 | |
Contract liabilities - current | 4,440 | 4,440 | $ 2,907 | ||
Contract liabilities - noncurrent | 2,617 | 2,617 | 2,287 | ||
Net contract liabilities | $ 7,057 | $ 7,057 | $ 5,194 |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments (Details) - Fair value, measurements, recurring [Member] - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Quoted prices in active markets (Level 1) [Member] | ||
Fair value, assets and liabilities measured on recurring and nonrecurring basis [Line Items] | ||
Assets invested for self-insurance, classified as other assets, noncurrent | $ 12,552 | $ 15,379 |
Defined benefit pension plan assets | 0 | 0 |
Deferred compensation | 0 | 0 |
Significant other observable inputs (Level 2) [Member] | ||
Fair value, assets and liabilities measured on recurring and nonrecurring basis [Line Items] | ||
Assets invested for self-insurance, classified as other assets, noncurrent | 0 | 0 |
Defined benefit pension plan assets | 24 | 3,758 |
Deferred compensation | 2,563 | 2,459 |
Significant unobservable inputs (Level 3) [Member] | ||
Fair value, assets and liabilities measured on recurring and nonrecurring basis [Line Items] | ||
Assets invested for self-insurance, classified as other assets, noncurrent | 0 | 0 |
Defined benefit pension plan assets | 0 | 0 |
Deferred compensation | 0 | 0 |
Total carrying value [Member] | ||
Fair value, assets and liabilities measured on recurring and nonrecurring basis [Line Items] | ||
Assets invested for self-insurance, classified as other assets, noncurrent | 12,552 | 15,379 |
Defined benefit pension plan assets | 24 | 3,758 |
Deferred compensation | $ 2,563 | $ 2,459 |
Fair Value Measurements and F_4
Fair Value Measurements and Financial Instruments Fair value of financial instruments (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 31, 2018 |
Liabilities, fair value disclosure [Abstract] | ||
Revolving credit facility, noncurrent | $ 79,500 | $ 93,500 |
Carrying value [Member] | ||
Liabilities, fair value disclosure [Abstract] | ||
Revolving credit facility, noncurrent | 79,500 | 93,500 |
Senior unsecured notes, noncurrent | 81,000 | 56,000 |
Term loans, noncurrent | 6,387 | 6,662 |
Total | 166,887 | 156,162 |
Fair value [Member] | ||
Liabilities, fair value disclosure [Abstract] | ||
Revolving credit facility, noncurrent | 79,500 | 93,500 |
Senior unsecured notes, noncurrent | 84,616 | 56,002 |
Term loans, noncurrent | 6,744 | 6,868 |
Total | $ 170,860 | $ 156,370 |
Commitments and contingencies D
Commitments and contingencies Details (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 29, 2019USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | |
Loss contingency, number of claims alleged | 3 | ||
Credit Concentration Risk [Member] | |||
Concentration risk, percentage | 12.00% | 11.00% | |
Customer Concentration Risk [Member] | |||
Pre-petition accounts receivable | $ 15,000 | ||
Former Davey employee defendants [Member] | |||
Loss contingency, number of defendants | 1 | ||
Wolf employee defendants [Member] | |||
Loss contingency, number of defendants | 2 | ||
Former Wolf employee defendants [Member] | |||
Loss contingency, number of defendants | 1 | ||
Employee and former employee defendants [Member] | |||
Loss contingency, number of defendants | 4 | ||
Former Wolf employee defendants indicted [Member] | |||
Loss contingency, number of defendants | 2 | ||
Other individuals [Member] | |||
Loss contingency, number of defendants | 1 |
The Davey 401KSOP and Employe_2
The Davey 401KSOP and Employee Stock Ownership Plan (Details) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019USD ($)shares | Dec. 31, 2018USD ($) | |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||
Employee Stock Ownership Plan (ESOP), Initial Shares in ESOP | shares | 120,000 | |
Employee Stock Ownership Plan (ESOP), Shares Adjusted for Stock Split | shares | 23,040,000 | |
Employee Stock Ownership Plan (ESOP), Initial Value in ESOP | $ 2,700 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 3.00% | |
Defined Contribution Plan, Eligible Age | 21 | |
Defined Contribution Plan, Service Requirement for Eligibility | 1 year | |
Number of put option periods | 2 | |
Duration of put option periods | 60 days | |
Employee Stock Ownership Plan (ESOP), Fair Value of Shares Subject to Repurchase Obligation | $ 4,187 | $ 6,288 |
Company shares held in 401KSOP shares, fair value | 115,515 | 112,761 |
Redeemable common shares related to 401KSOP and Employee Stock Ownership Plan (ESOP); 5,297 and 5,642 shares at redemption value as of June 29, 2019 and December 31, 2018 | $ 119,702 | $ 119,049 |
Defined Contribution Plan, Tier 1 [Member] | ||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 100.00% | |
Defined Contribution Plan, Tier 2 [Member] | ||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 50.00% | |
Maximum [Member] | Defined Contribution Plan, Tier 1 [Member] | ||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 1.00% | |
Maximum [Member] | Defined Contribution Plan, Tier 2 [Member] | ||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.00% |